A Grim Hero
by kyle115
Summary: One thousand years ago, Therist the Reaper started a massive grimm war against humans. Now his descendant Grim is being hunted down to perform a ritual to bring him back. Its up to Grim to try and fight the darkness, with the help of a proffesor named Ozpin and his school.
1. Grim Tale

I dont own Rwby- may monty rest in peace-

Once long ago in the time of the Grimm, there was another darkness, one that could have consumed all of us be it human, animal, or Faunus, as the tale of an ancient race of Grimm goes. There was a human like race of Grimms that worked and lived much like humans do. This race lived in tribes and was very social with humans but, they were treated a lot like the Faunus of today tribe's leaders were both special, both were different compared to other Grimm humans. These two were,brothers one brother was a full blooded grimm with a semblance over shadows, the other was half Grimm half mother loved them both very much and treated them as equals but eventually, the younger human brother left to try to create civilization with humans,this is how the Faunus race started, while the Grimm race of full blooded Grimm humanoids became known as Reapers. At least according to the older brother who took control of their tribe and soon after , their entire race. He accomplished this, after killing their father, mother, and the other tribe leaders.

From there the war that most humans didn't know about started and the tide of blood never seemed to end until, one day when the older brother had been tricked and imprisoned into another dimension by his own mate and brother. From there the first war was won and the human and Faunus races came out on top, however the older brother left a message that still chills the bones of those who know it.

" Years from now we shall be dead and have a large bloodline left, but my hatred for humans will not die, my minions shall find my grand grand sire and use him to bring me back and no amount of dust or light shall save you, then we shall both watch the humans and your pathetic race burn,you faunus are a mockery to every Grimm in existence, mark my words brother you will burn, mark my words I-shall-return ugh uggh. With those words Therist disappeared from Remnant.

That being said, Therist was right that even the most brilliant of lights eventually fade, and the dark will eventually return to finish what it started and destroy Human civilization. A thousand years later, and Therist's sire was born.

Grim was never a normal child, when He was born, his mother died and his dad was nowhere to be found. In the orphanage it was seen that he could morph and control shadows as a semblance, this frightened others, and grim was separated from the normal children, as his outward appearance of white skin scared both the other normal children and his of course was a wrong choice however, as the people who took care of him picked on him and merely used him as a slave . After ten years of this treatment, he was adopted and lived with his adoptive parents for six years, where he was abused even more. Eventually Grim decided enough was enough, and with only a black cloak and all of his foster parents lien he left them. Since he would now be on his own, he knew he would need a weapon on the streets.

He had known much about the criminal activity from what his foster parents talked about, so with this in mind, he walked into a weapon shop, called Nevermore's claw. As he entered the building an old man at the register looked up and smiled at him.

" Why hello there youngster what may I help you with? For once in his life, Grim smiled as he looked at the old man and pulled down his hood so the man could see his face.

" Well, mister if you can keep a secret I'll tell you? The old man nodded as he suddenly pulled up a chair and waved at him to continue.

" I'll keep your secret young one, you seem to have much pain in your eyes. Grim faked a smile at these concerned words, and sat down in front of the man.

" Well, that is true but that is not why I am here, I am here because I wish to be a hero. The old man snorted at this and shook his head.

" Heroes go to the academies,and they have rules to follow that can prevent real justice, what you need to be is a symbol something that strikes fear into your enemies. Grim's eyes widened at these powerful words, as he looked at the old man with hope in his eyes.

" Really you'll help me? The old man nodded with a smile,as he looked at grim with interest.

" Yes, I will but what is your name young man? Grim looked a bit saddened at what he was about to say,but said his name anway.

" Its Grim sir I was named on the account over my semblance of shadows, they saw me as a monster.

The old mans eyes hardened at this and surprisingly to Grim, he saw talons come out of the old mans finger tips as he scratched the wood in anger. But as he saw Grim's face he calmed down and looked nervously at the young man.

"I'm sorry you had to see that Grim, damn humans always throwing out whats different, well Grim I am known as Andrew nevermore and I welcome you into my family. Grim's eyes widened at these unexpected words, he quickly got up and surprised Andrew with a hug.

" Thank you . Andrew smiled as he hugged Grim and comforted him.

" You can call me dad Grim if your fine with having a raven Faunus looking after you? Grim snorted comically at the thought and smiled.

" Of course I don't care dad hell, with how I was treated I wouldn't care if real Grimms adopted me. Andrew laughed with his new son and let him go as he pondered something.

" You know I've never had the time to have a family and while I am going to be protective of you, I shall allow you to go and be a vigilante but first, I shall help you what should your vigilante name be. Grim grinned evilly as he pointed to his hood and pulled it down to show a skull mask with the hood, that covered his face and was removeable,he then coughed as he made his voice dark.

" I shall become the Grim Reaper and take care of the trash of this city. Andrew grinned as he laughed at his sons creation.

" You are a smart boy you must have had this planned for a while but, if your are going to be a Reaper your going to need a scythe. Grim smirked as he looked at his new father and hugged him.

" Hey thanks for doing this, accepting me and all. Andrews face softened and hugged him back.

" Thank you my boy for giving me a family and making my life complete now stay right there I have just the weapon for you. As Andrew went into the back he came out with a black and white scythe that was double bladed, had a Grimm skull on it,and was a bit bigger then Crescent Rose.

" This baby will help you out armor piercing rounds, double bladed, and it also transforms into a mini gun and now its yours what shall you name her. Grim grinned as he handled the scythe and tested its balance.

" I shall call her Raven Claw father, thank you so much. Andrew grinned as he patted Grims shoulder.

" Oh don't thank me yet we have a lot of training to do. And so, Grim trained with his father for many weeks until he was sure that Grim could handle himself, and on the final day he approached Grim.

" Grim i have never been so happy from any of my creations as I am of you, nothing could be better then you. Grim hugged his dad and pulled his hood with his mask on before running out the door while calling back.

" Thanks dad I'll be safe. Andrew smiled with a weary smile and sat down as Grim left but he grimaced as he heard a man enter his store.

" Hello Mr. nevermore my boss is having me take care of loose ends of the white fang, so unfortunately sir I'm going to have take care of you. Andrew sneered as he secretly let out his talons as he heard more men enter his store.

" Well then i hope you don't mind if I resist. Andrew then dove forward and quickly slashed the throats of two of the thugs before some shots were fired at him, Andrew then rolled to the wall before, grabbing some knives from his display cases and throwing them killing a couple more thugs before the man with the fancy hat on managed to land a shot on his midsection where he wasn't using Aura to sheild. The bullet wound caused Andrew to fly back into the wall and slow down, but he thought of Grim and growled as he stood up and suddenly, pulled two swords into his hands with air.

" I'm not letting you kill me. The man in the hat grinned as he pulled out a cigar and lit it.

" Oh old man theres no consent here, kill him. The rest of the thugs then ran at Andrew with swords,while a few stayed back and landed some shots on him. As the fight went on, it lasted just as long as Grim's patrol, Making a tired Andrew smile as he thought he had won seeing no more in the shop however, he was surprised when a shot rang out and a bullet went right through his heart, making him gasp and drop his weapons as pain and sadness filled his eyes while the fancy hated man came out from the corner,his almost finished cigar in hand.

" Well old man you almost survived tch no one beats Roman Torchwick at this game now to leave no evidence. Roman then tossed his used cigar to the floor lighting the shop on fire while walking out the door with a smirk, Leaving a now defeated andrew to his , Grim had just been on his way back and he hurried back home as he saw the smoke.

" Father no not on my first day please no. As he rushed into the store he found his father surrounded by bodies but, he was covered in bullet and sword wounds while, he was also, Surrounded by burning wood.

" Father no no no no no NO! As Grim held the dying body of his adopted father,he wept and he growled as his anger built.

"D_dad who did this to you. Andrew groaned as he spit up blood before speaking with tears now rolling down his face.

" T-torch-w-wick I'm sorry I didnt- last son I- I'm sorry I- son don't let this consume you it's not your-. But Andrew didn't get to finish his sentence as his eyes dimmed his final tears had fallen just as his eyes lost color and his body became limp causing Grim to freeze as he registered that his father was dead.

" No no dad wake up wake up don't leave me like this don't leave me alone no... No ... No..NO. Grim then roared, as the shadows surrounded him and destroyed the store while blowing away the fire, Grim then flew into the air with wings made of shadow and shouted out with rage. A few days later, and Andrews funeral was held but, Grim was the only one he had received a lot of lien and dust from his fathers will making him smile a bit.

" Thank you for doing this sir. Andrews lawyer smiled sadly at Grim and hugged him.

" I'm so sorry young man your father was a dear friend to me I protected him years ago in a race case,we had been friends ever since he will be missed. Grim just stared sadly and said a soft thank you before walking into the night. Grim became hardened after that, tracking down and stopping a lot of dust robberies.

" Seems like another dust robbery Romans not here but the thugs will suffice. Grim then swooped down off of the building, forming his shadow wings to allow him to land without harm in front of the shop. Inside of the shop, a group of a dozen thugs filled the store, robbing the owner.

" Now this is how this is going to go, me and my boys are going to take your dust and you get to live. The owner nodded at this, and frowned as he sat on the ground with his arms around his head. Grim at this point traveled through the shadows, and into the store scaring the thugs as he came out of the shadows of the store.

" Gah what the fuck, it's the Reaper open fire! The thugs then all pointed their guns at Grim and fired. Grim however merely stood there and swatted the dust rounds away with his shadows. The thugs seeing this frowned and stepped back, to try and escape but, this was futile as shadows blocked the door.

" Your not going anywhere I want some information. The leader of the thugs scoffed at this, and pulled out a knife from his pocket.

" Go to hell you stupid vigilante. The leader then tried to rush at Grim who in turn, dodged the attack and pulled out his own scythe.

" Fine then we'll do this the hard way. Grim then swung out his scythe to trip the leader and then kicked him away as he fell, sending him out the window. Seeing this, the other thugs all glared at Grim,having reloaded. They then opened fire at Grim, who faded in and out of the shadows as he ran forward, allowing him to dodge the shots and protecting him, as he took out each thug one by one with a swing of his scythe, until only the leader outside remained conscious.

" Now then your men are beaten I suggest you surrender and let this man keep his dust. The leader groaned in response to this, and Grim sighed as he set him down.

"Figures you wouldn't have any information on Roman damn. Grim then got ready to leave but was stopped as he heard his name called.

" Wait , thank you for saving my store, is there anyway I can repay you. Grim smiled at this, as he took off his mask and smiled at the store owner.

"Nothing needs to be done sir, I was only doing the right thing. The store owner smiled softly at this,and nodded.

" Thanks Mr. Reaper, you've made these streets a much safer place for Faunus. Grim nodded, and grew wings made of shadow as he turned back to the store owner.

" The cops should be here soon for them, and I do my best to promote equality have a goodnight now. Grim then flew into the air, heading towards the cemetery. When Grim arrived at the cemetery, he went straight to the church. As Grim entered the church, he was greeted by the priest.

" Greetings brother Grim how was your night. Grim sighed as he set his scythe against the wall and took off his mask and cloak.

"Fine I suppose brother Jackson, I stopped another robbery of dust but, once again Roman has evaded me. Jackson frowned at this and laid a hand on Grim's shoulder.

" Don't lose faith brother you will gain justice for your father it's only a matter of time. Grim smiled at Jackson and nodded as he headed towards his room.

" Thanks for the advice brother Jackson, I am going to bed now I'll see you tomorrow. This pattern lasted for a month,Until Grim's attention was attracted by Romans actions one night as, he was escaping in a bull head.

" I'm coming for you Torchwick. Grim then used his powers to grow shadow wings and fly after the inside, Roman was talking to the woman who helped him escape his previous attackers.

" Thanks for the help back there Cinder that huntress and the girl in the red could have taken us out. cinder giggled at Romans words and shook her head as she sat beside Roman.

" That huntress doesn't compare to my skill in the slightest she is talented however, as for that girl, she's merely a thorn in your side. Roman nodded at this fact and sighed as he lit up another cigar and began to smoke it.

" Do you think they could follow us. Cinder shook her head no and looked into the side mirror only to see Grim right on they're tail.

" Damn it we are being followed, and the mans flying with wings made out of shadows how is that possible. Roman paled as he heard these words come out of her mouth and he dropped his cigar.

" Damn it, I thought he was a myth made up by the cops to try and stop me oh this is so bad. Cinder looked down with curiosity at Roman and growled as she heard his fear.

" What is so scary about him that has you nearly pissing your pants. Roman sighed at her words, as he wiped the sweat off his forehead and tried to fly steady.

" A couple of months ago after I killed Andrew Nevermore reports of a new hunter called the Grim Reaper started springing up and he's been stop crimes all around the city, he's been looking for me to get revenge I know it we can't let him catch us he'll kill us. Cinder grinned at the thought of a challenge and began to walk towards the bay door.

" Open the door Roman I'll handle this my self. Roman sighed as he lit up another cigar and took a big huff of it before opening the bay door for Cinder to attack Grim.

"I hope you can handle this. Cinder grinned as she and Grim locked eyes and fire filled up her hand.

" Oh I'm sure I can handle this. Cinder then proceeded to throw fire balls at Grim who merely swatted them away with his scythe as he flew staying on a steady speed with the bullhead.

" Hmm your impressive Reaper but lets see if you can handle this. Cinder then charged her fire into her hands before letting it out in a slash towards grim who, flew up dodging it making Cinder smile.

" Very good Reaper you do seem to be as good as the rumors say now then lets get serious. Grims eyes narrowed at this and he curled his wings up as Cinders hands lit up again before she began to rapidly throw waves of flame at him in a rapid flurry of attacks. Seeing so many attacks Grim knew he could either try to move or block the attacks so he acted quickley and began to slash the air around him in a circle as he began to spin around.

" Good move lady but you just messed up. Cinder looked in confusion as Grim was spinning around until she noticed that he was forming a tornado of shadow and fire causing her to cuss and run back and strap her self into her seat.

" Roman get us out of here now! Roman grunted as he pushed the throttle forward but found that the tornados pull was to much as it slowly pulled them back however the tornado faded away as Grims feet slowly and softly landed inside of the bull head.

" Your boss is a very interesting person Torchy she might even be a match for me in a fight or she could be stronger I can't tell yet. Roman growled at this as he whipped his cane up and fired a quick flurry of blasts only to have Grim block them with his shadows in his hand.

" ha ha ha ha oh I haven't done that in a while most crimnals mostly just cower in front of me at this point . As Grim strode forward, Cinder quickly threw down a burst of flames blinding Grim as she hit on a button on the bullhead allowing them to be ejected from the ship thus causing the ship to begin to fall out of the air. As Grims vision returned he grinned and clapped his hands.

" Most impressive we will meet again Torchwick and you to woman. Grim then jumped from the falling bullhead as it crashed and exploded behind him causing his frame to light up in the night with the fires burning behind him making his grey eyes shine behind his mask as he turned around and watched the fire. however Grim didn't stay still for long as he soon heard the voice of a woman.

" So your the famous Grim Reaper I would like for you to follow me. as Grim turned around he saw that Glynda Goodwitch was standing behind him.

" Ah Ms. Goodwitch quite an interesting night wasn't it. Glynda sighed at this and nodded as she looked at Grims mask.

" Yes indeed it has been I must say I didn't expect anyone else to try and attack Roman tonight after what I did to him. Grim shrugged at this and twirled his scythe in his hand.

" Eh I have a bit of a grudge against Mr Monopoly what can I say Torchwick pisses me off. Glynda chuckled at this and then remained silent as Grim looked at her.

" so to what do I owe the pleasure of seeing you miss Goodwitch. Glynda sighed and pushed her glasses up as she gestured to the car behind her.

" Mr. Ozpin would like to speak with you along with a girl that helped me fight Roman and that woman in the first place. Grim nodded at this and followed Glynda to the car as they both headed towards the building Ozpin was in. however when they got there, Ruby Rose rushed right up to them both with excitement

" Wow your a huntress and your the vigilante, the Grim Reaper can I have your autographs. Grim smiled as he signed a piece of paper and gave it to Ruby before, he then turned to the now angry looking Glynda.

" do you have a problem mam. Glynda said nothing at this, and instead took them both to an interrogation room.

" You young lady were reckless tonight and if it were up to me I would send you home with a slap on the wrist. As Glynda brought down her crop, Grim caught it and glared at her.

" From what i heard about tonight, Ruby was being robbed she did what she had to, which just so happened to be fighting Torchwick and it seemed like she did a damn good job of it from what I heard good-witch. Goodwitch glared at him but backed down as a man entered the room.

" That's enough Glynda I'll handle this. Glynda nodded as she stood to the side as the man sat down.

" You have silvers eyes, what about you reaper care to show me your face.

Grim hesitated for a second before nodding and putting down his hood revealing his grey eyes.

" I trust you oz, don't make me regret that. Ozpin smiled at Grim as Ruby began to eat some cookies he had brought.

" I noticed you both are skilled scythe users you know, those are the most deadly weapons a person could wield how did you two learn to use those I only know one person who could do that a dusty old crow. Grim's eyes filled with pain and his aura got dark for a second but, it quickly turned to normal as Ruby spoke up first.

" Thats my uncle Qrow he taught me how at signal I used to be garbage before he helped. Ozpin nodded in thought as he looked at Ruby.

"And why do you want to fight monsters. Ruby smiled shyly as she looked at Grim who was silently brooding before continuing.

" Well, um my mom and dad were always telling me to help others so I want to help people and I know cops do that to but being a huntress is just so awesome my sisters going to be one and it just so exciting. Ozpin nodded at this and looked to Grim who had sadness in his eyes.

" My father taught me. This made Ozpin look at him with interest and he leaned towards grim with curiosity in his eyes .

" Who was your father. Grim sighed as he looked at his scythe and said his fathers name.

" Andrew nevermore. Ozpin's, Ruby's, and Glynda's eyes widened at this and Ozpin then, looked at Grim with sympathy as he sighed.

" I see now why you became a vigilante I looked for you, you know I couldn't bear the thought of that happening to you. Grim said nothing at this instead, he chose to stare at his scythe which caused Ozpin to continue with his question.

" So I would like to know if you both want to go to beacon. Ruby's eyes lit up with excitement and she jumped up at this.

" Really we can go to beacon that will be great wont it Mr. Reaper we'll be able to help people and I can be a hero. Grim chuckled as he stood up and stretched.

" None of that mister stuff I'm sixteen Ruby just call me Grim thats my real name anyway. Ozpin looked a bit surprised at this and looked at Grim with curiosity.

" Why were you named that? Grim sighed as his anger grew from old memories and he rubbed his face.

" The doctors and the orphanage both thought I was a monster based on my semblance of shadows, I can morph them travel through them control them, so they all compared me to the monsters you hunters and huntresses fight. Glynda gasped at this and her eyes lit with fire as she looked at Grim.

" What was the orphanage called ill burn it to the ground? Grim's eye brow rose at his and both Ruby and Ozpin were surprised by Glyndas outburst but Grim waved her off of it.

" It doesn't matter my first adopted parents were worse then them anyway and being without friends or family doesn't help.

As Grim looked down in sadness something sparked in Ruby and she hugged him tight surprising Grim and causing him to blush as she whispered into his ear.

" You're not alone I'm here for you now, we can be friends. Ozpin and Glynda walked up to Grim as well and both put a hand on his shoulder.

" And were with you as well. Grim smiled slightly and continued to smile as they all let him go.

" I feel like this will be a fun year I just need to get my things from brother Jackson at the church and then we can get ready to leave. Ozpin smiled at this and shook his head.

" there's no need I'll call him and send some one to get your things. Grim nodded at this and smiled.

" Alright then sounds like we're ready for a good time Grim had predicted he was going to have fun as he and Ruby boarded their ship to beacon. Rubys sister Yang rushed up to them, causing Grim to smirk as Yang hugged Ruby making her blush in front of him.

" Oh I'm so excited my baby sisters going to be going to beacon with me I'm so proud of you. As Yang let go Ruby looked away to hide her blush as Grim chuckled at her.

" Yang please stop it wasn't a big deal. Yang looked surprised at Ruby and protested at this.

" Not a big deal, not a big deal,of course it's a big deal you are amazing every ones going to think you're the bees knees. Ruby groaned at this and rolled her eyes.

" I don't want to be the bees knees I just want to Be a normal girl with normal knees. Grim coughed at this and put his hood down as he looked at Ruby.

" You Ruby are not normal your special . Ruby smiled at this, before she shook her head, before whining.

" Griiiim I don't want anyone to think I'm special. Grim smiled as Yang put a shoulder around Ruby.

" But you are special, and so is your friend here so who is he. Ruby snapped out of her whining as she looked at Grim and gestured at him with a smile on her face.

" Grim this is my sister Yang ,Yang this is the Grim Reaper. Yangs eyes widened at this and she stepped closer to Grim looking at him with interest.

" Hmm tall, dark,mysterious,handsome,strong,smart, and nice you have quite a friend here speaking of which,he's my friend to now. As Yang looked at him with interest he grinned as she admired him.

" My training has kept my body in perfect condition miss long and I must say you are quite the fighter from what I witnessed a few months ago. Yang's eyes widened at that as she laughed and looked at him with amusement.

" You saw that I never noticed you. Grim laughed at this and nodded as he explained.

"I stick to the shadows yang and I have seen allot of you and Ruby and others. As he said this Yang rose her eyebrows at his words, and her eyes narrowed slyly.

" What do you mean by that? Grim laughed at her implied meaning and shook his head as he began to explain his schedule.

" I merely patrol a very wide choice of remnant and that is how I found you and the others. As they talked a bit more a news broadcast came on talking about the robbery.

" The robbery was led by the nefarious criminal roman torchwick who continues to evade authorities if you know his whereabouts please contact the vale police department, back to you Lisa. Lisa then came on screen with the story of a Faunus rights protest.

" The protest for Faunus rights was interrupted today when the once peaceful organization the white fang attacked and_. But the news report was cut short as a hologram of Glynda appeared.

" Welcome everyone to beacon. As Glynda said this, Yang looked at her with curiosity.

" Who is that. Glynda then began talking again answering Yangs question and making Yang facepalm.

" I am Glynda goodwitch and you are among a privileged few who have received the honor of being selected to go to this prestigious academy! Our world is experiencing an incredible time of peace, and as future huntsmen and huntresses,it is your duty to uphold it, you have demonstrated the courage for this task and now it is our turn to provide you with knowledge and the training to protect our world. Glynda's hologram then disappeared as they went higher in the air revealing a view of Beacon and Signal academy making Ruby gasp.

" Hey look I can see home from here. Grim and Yang smiled as Ruby looked and Yang spoke up.

" Beacons our home now. However the nice moment was ruined as, a boy threw up however, Grim saw said puke and kept it away from everyone's shoes with his shadows.

" I guess the view isn't for anyone. Ruby sighed at the boys actions while, while Yang chuckled and shrugged.

" It was nice while it lasted. Grim chuckled at the blond boys plight as well and shook his head .

"Come on guys chin up were gonna have some fun. Grim then smiled and sat back as they neared beacon.


	2. Grim Appointment

It only took a few more minutes but eventually, the ships landed and students started to emerge. This of course included vomit boy who then waddled over to a garbage and emptied his lunch into it.

" agh god I'm never flying again. Ruby, yang, and grim then got off with several other students and walked down the path examing the school and everything around it.

" Wow this is amazing. Grim and yang grinned at rubys enthusiasm and yang pumped her fist in the air in excitement.

" oh man the view from vales got nothing on this. Ruby was silent for a moment before her eyes became wide and starry eyed as she saw a students weapon.

" Wow sis look that kid has a collapse able staff! and shes got a fire sword. Ruby tried to get closer but yang pulled her back by her hood snapping it and her out of it and making grim chuckle as she whimpered.

" Owwww ow yang. Yang shook her head at her sisters excitement .

" Calm down sis they're just weapons! Ruby gasped in shock at this and shook her head as she disagreed with her sister.

" They are not just weapons, they're an extension of ourselves, a part of us, and they're just so cool! Grim chuckled as he agreed and pulled his scythe out of the shadows.

" Yes weapons truly do tell you alot about the user, their past, their emotions, their...pain...and loss. As grim stared at his scythe in sadness yang coughed and snapped him out of it.

" see why can't you be like grim and be obsessed with your own weapon aren't you happy with it. Ruby sighed at this and took out crescent rose looking at it with appreciation.

" of course I'm happy with crescent rose, i just really like seeing new weapons its like meeting new people but cooler. Grim smiled as he stood next to ruby and patted her shoulder and chuckled as yang pushed their hoods down.

" Aw come on ruby why don't you go try to make some new friends. Ruby sighed and took off her hood before turning to grim and yang.

" But why do i need friends if i have you guys. Yang opened her mouth to talk as students surrounded her.

" Well, actually my friends are here gotta go catch up kay cya bye. This of course left ruby spinning and dizzy as she questioned what happened as she looked at grim who was smiling a bit at her.

" Yang wait where are you going, are we supposed to go to our dorms, where are the dorms, do we even have dorms, i don't know what I'm doing. Ruby then fell into a luggage cart sending cases flying and causing another person to come over and stand over her.

" what are you doing. Grim chuckled as he helped ruby up and stood next to the two girls as he bowed to the white haired one.

" My apologies miss my friend ruby is just very excited to be at beacon that she almost fainted. Weiss rolled her eyes at this and glared at ruby.

" Apologies aren't needed she has no idea what kind of damage she could have caused. Ruby rubbed her arm sheepishly before holding out the case to Weiss.

" Uhh I'm sorry. Weiss snarled a bit as she snatched the luggage from ruby and opened it.

" give me this, this is dust, mined and purified from the schnee quarry. Ruby stuttered again at this making grim face palm as he watched the two.

" Uhhhh. Weiss snorted in annoyance and rolled her eyes as she took out a vial of red dust.

" what are you brain dead, dust , fire,water,lightning,and energy. Ruby coughed as she sucked up some dusts that were in the air making grim raise his eyebrow and he quickly took off his cloak and tossed it behind him.

" I know...(cough). Weiss arched her eye brow in annoyance as she thought ruby wasn't listening.

"Are you you even listening to me, is any of this sinking in, what do you have to say for yourself. Instead of saying anything, ruby arched back and sneezed causing an explosive explosion of dust in front of her but when the smoke from the blast cleared grim could be seen now shirtless and covered in soot.

" Hmm miss schnee ruby are you two alright. Silence met grim causing him to look up only to see quite a few girls staring at his face or his chest with blushes on their faces. Grim smiled a bit as he dusted himself off and turned to see his cape and the vial laying by a girl with a black bow and black hair who was known as Blake, looking up from her book and staring at him as well, and surprisingly to grim her bow moved making him smirk as he walked over to her and picked up the cloak and the vial and he smiled as he leaned a bit closer and whispered into blakes ear.

" I am the grim reaper or just grim, and judging by how your bow moves i know what you are, but worry not my adopted father was Andrew nevermore... and ever since his death I have had a greater respect for the faunus so should they find out and hurt you come to me ill help you, or should you need me to have some one understand you i can do that to. As he backed up, he was stopped as Blake grabbed his arm and stared into his eyes and he let her showing his buried emotions, much like her own, which made Blake smile with sadness and happiness.

" Thank you grim I'm Blake.. Grim nodded and smiled as he walked up to Weiss and ruby who were still staring at him and gave Weiss the vial as he wrapped his cloak around himself snapping them and all the other girls around them out of their staring. This of course snapped weiss right back to ruby as she looked at her with anger.

" un believable, this is exactly what i was talking about. Rubys eyes widened and she looked at Weiss apologetically.

" I'm really really sorry. Weiss sighed angrily at this and folded her arms

" Ugh, you complete dolt! What are you even doing here, Aren't you a little young to be attending Beacon? Ruby looked a bit hurt and sad at this and she stuttered.

" well i uh.. Weiss didn't let her finish as she snapped at her.

"This isn't your ordinary combat school. It's not just sparring and practice, you know! We're here to fight monsters, so... watch where you're going. Grim looked at ruby who had fire in her eyes and nodded at her and shes smiled great fully before snapping at Weiss.

"Hey, I said I was sorry, princess! Before anything could be said, Blake interrupted.

"It's heiress, actually. Ruby and Weiss both looked at Blake as she approached.

"Weiss Schnee, heiress to the Schnee Dust Company. One of the largest producers of energy propellant in the world. Weiss smiled at this as some one recognized her.

" Finally some recognition. Blake then merely smirked as she continued.

" The same company infamous for its controversial labor forces and questionable business partners. Weiss then began to get angry as ruby and grim chuckled.

"Wha- How dare you- The nerve of... Ugh! Ruby then looked a bit sorry and called after Weiss "I promise I'll make this up to you!" Ruby then sighed as Weiss kept walking and muttered

"I guess I'm not the only one having a rough first day... So, what's... Ruby then turned around only to see grim pointing to a walking away Blake and this caused ruby to feel a bit ignored.

"Welcome to beacon. As ruby was feeling down, grim coughed and helped her up as the blond boy who threw up came over to them.

"Hey I'm jaune. Ruby smiled at jaune before waving a bit at him.

" hello, I'm ruby aren't you the guy that threw up on the ship . The three then go inside beacon walking past the scenic trees, a river, arching architecture, and the winding road the three were walking on.

" All I'm saying is that motion sickness is a much more common problem than people let on! Grim shook his head in disbelief.

" no no its really not,Another name vomit boy is the least you have to worry about. Ruby laughed with grim but patted him on the shoulder.

" Grim don't be mean, and vomit boy was the first thing i could think of. The boy scowled A bit at this and narrowed his eyes.

"Hey how would you like it if i called you crater face. Ruby stopped laughing at that and protested.

" Hey the explosion wasn't that big. Grim nodded as he coughed and said what he thought.

" i wouldn't call her that i was the one who exploded and as far as i can tell her skin is perfect no pimples or anything else so, i think angel face would be a better nickname for her. the boy huffed at this and rolled his eyes.

" Well I'm jaune arc short sweet and rolls off the tongue the ladies love it. Ruby and grim looked skeptical at this and grim chuckled as ruby asked first.

" Do they really. Jaune looked a bit excited at this and thrust his fist in the air.

"They will! Well, I-I hope they will. My mom always says that... Never mind. Ruby and grim laughed at this before, both brought out their scythes.

"So me and my friend here have these. Jaune looked at both rubys and grims scythes in amazement.

"Whoa are those scythes. Both grim and ruby nodded with a grin and ruby explained first.

"Mines also a high impact sniper rifle. Jaune looked at her weapon in wonder before turning to grim who explained.

" Mines a high power armor pericing mini gun. Jaune looked amazed and confused at this." What. Ruby and grim both sighed as they cocked their weapons.

" their also guns jaune. Jaunes eyes widened and he looked excited at this. " oh thats cool. Ruby looked at him with interest as grim put his scythe away and began to look around until he spotted ozpins office and walked towards it.

" so what do you got. Jaune looked a bit nervous at this but pulled out a sword. Ruby thinking it looked mire high tech then it was oohd in amazement.

" Yeah and i got this shield to. Jaune then raised his shield up to show ruby.

" So what do they do. Ruby came closer as she inspected his weapons.

" my shield it uh gets smaller so when i get tired of it i can put it away. Ruby looked confused at this and tilted her head." But wouldn't it weigh the same. Jaune looked a bit disappointed in himself as he nodded. Ruby giggled at this and waved crescent rose around.

"Well, I'm kind of a dork when it comes to weapons, so I guess I did go a little overboard when designing it. Jaune looked a bit surprised and shocked at the fact that ruby had made her weapon

"Wait - you made that?!" Ruby beamed with pride as she put crescent rose away.

"Of course! All students at Signal forge their own weapons! Didn't you make yours. Jaune sighed and shook his head in shame "It's a hand-me-down. My great-great-grandfather used it to fight in The war" ruby nodded at this and chuckled"Sounds more like a family heirloom to me!

"Well, I like it! Not many people have an appreciation for the classics these days." Jaune sheathed his sword nervously and nodded.

"Yeah, the classics... Ruby and jaune then proceeded down the hallway chatting to each other."So why'd you help me out back there? In the courtyard?" Jaune Shrugged and smiled at ruby.

"Eh, why not? My mom always says, 'strangers are just friends you haven't met yet'. Ruby nodded at this and hummed Jaune on the other hand looked around and noticed they were walking randomly.

"Hey, where are we going?" Ruby shrugged as she looked around.

"Oh, I don't know! I was following you. Jaune looked a bit frightened at this and panicked.

"-You think there might be a directory? Maybe a food court? Some kind of recognizable landmark? Ruby laughed at that as she looked around making jaune sigh.

"Is, uh... Is that a 'no'? ruby nodded as she finally saw that they were lost.

" That's a no and hey wheres grim. Suddenly, the room darkened a bit as grim came out of the shadows in front of them making jaune yelp and jump behind ruby who right away giggled at this.

" I found where we need to go so if you follow me. Ruby smiled as she walked next grim and hugged his side.

" Thanks grim your the best. Jaune sighed as he followed after them and whispered.

" How the heck did he do that. After finding their bearings ruby and jaune followed grim and finally found Beacon Academy's main hall where all of the other new students are waiting. Yang was already in the crowd so naturally, when she spotted them, called grim and Ruby over.

" hey guys over here i saved spots for you. grim and ruby nodded before apologizing to jaune.

"Oh! Hey, jaune me and grim gotta go! See you after the ceremony! grim chuckled and patted jaune on the shoulder as they watched ruby go quickly to her sister.

" don't worry my friend we shall see each other soon be careful jaune there are dark people here make no mistake of that. grim then followed ruby leaving jaune to look surprised at what grim said and tried to follow grim but couldn't get through.

"Hey, wait! Ah, great. Where am I supposed to find another cool friend and a nice, quirky girl to talk to?! uknown to him however was the fact that a red headed girl was behind him with a look of curiosity in her eyes. as grim joined up with ruby and yang he noticed they were talking.

"How's your first day going, little sister? ruby rolled her eyes at this and spoke with a bit of anger.

" You mean since you ditched me and I made grim explode?yang looked surprised at this and looked closely at ruby.

"Yikes! you made a friend have a Meltdown already? ruby shook her head at this making grim chuckle as he listened to them from behind.

" No, I literally made him explode a hole in front of the school! And there was some fire, and I think some ice... yang smiled broadly as she thought her sister was being a smartass.

" Are you being sarcastic? ruby scoffed at this and threw her arms up in the air not noticing that Weiss was there as well as grim.

" I wish! I tripped over some crabby girl's luggage, and then she yelled at me, and then I sneezed, and then grim exploded, and then she yelled at me again, and I felt really, really bad, and I just wanted her to stop yelling at me! Weiss hearing what ruby was saying quickly spoke up.

" you! ruby eeped at this and unknowingly jumped backwards into grims arms revealing his shirtless chest to the three.

" Oh, God, it's happening again! Weiss stopped a bit as she examined grim again before looking at ruby and yelling at her.

" You're lucky we weren't blown off the side of the cliff! yangs face turned to an expression of shock as she stared at grim.

"Oh, my God, you really exploded... as yang got over her shock she then noticed he was shirtless and stared at his chest

." oh wow your ripped. grim chuckled and said nothing as ruby spoke up as she got down from him a bit reluctantly. ruby growled as she looked at Weiss and protested.

"It was an accident, i swear It was an accident! Weiss shook her head at this and handed ruby a pamphlet about dust which made ruby look at it curiously.

" What's this?Weiss then began listing off policies to a clueless and horrified Ruby, going faster and higher pitched with each word.

"the schnee Dust Company is not responsible for any injuries or damages sustained while operating a Schnee Dust Company product. Although not mandatory, the Schnee Family highly encourages customers to read and familiarize themselves with this easy to follow guide to Dust applications and practices in the looked a bit confused at this and Weiss sighed.

" You really wanna start making things up to me? ruby looked at grim who nodded and gave her a thumbs up and she smiled before answering slowly

" i um Absolutely? Weiss had a serious expression as she handed a booklet to ruby.

" Read this, and don't ever speak to me. Yang sighed at this and looked at them both.

"Look, uh, it sounds like you two just got off on the wrong foot. Why don't you start over and try to be friends, okay?ruby then put the booklet away and smiled at yang before holding her hand out to Weiss.

" Yeah! Great idea, sis! Hello, Weiss! I'm Ruby! Wanna hang out? We can go shopping for school supplies!Weiss faked sarcasm at this and faked smile.

" Yeah! And we can paint our nails and try on clothes and talk about cute boys, like tall, blond, and scraggly over there! jaune however thought this was serious and smiled as he heard what she said and looked hopefully at this as a chance to make a new friend.

"really you mean it?Weiss looked angrily at this and shook her head. girls and the boys attention is then drawn to the stage, where Professor Ozpin is readying the microphone, with Glynda beside him.

" I'll... keep this brief. You have traveled here today in search of knowledge, to hone your craft and acquire new skills, and when you have finished, you plan to dedicate your life to the protection of the people. But I look amongst you, and all I see is wasted energy, in need of purpose, direction. You assume knowledge will free you of this, but your time at this school will prove that knowledge can only carry you so far. It is up to you to take the first approach. Glynda then approaches as Ozpin leaves,so she steps up to talk.

" You will gather in the ballroom tonight; tomorrow, your initiation begins Be ready. also before You are dismissed we have a special student going here now who we would like to come to the stage so he can demonstrate his power, everyone say hello to the grim reaper. grim grinned as he suddenly channeled his shadows through the room and cut of the power making dozens of people including jaune to scream which, made his evil laugh echo as he used his shadows to appear on the stage in the form of a giant skull making a few girls , and jaune to scream even louder.

" greetings students of beacon, you know me as the vigilante the grim reaper i bring death and destruction as my name implies but only to those that deserve it as for those of you at this school i shall protect you all as long as i can however i can even if it means i die in the process death means nothing to me anymore for i am death and it is what i want to spread now all of you have a good day ill be going to set up my bed And clean my scythe if anyone needs me. The crowd nodded and everyone seemed stunned at that as they all split up to do things.

" wow hes a pretty strong semblance user did you see how he morphed those shadows. Jaune nodded and shuddered." it was almost like he was made of shadows with how he controlled them. jaune after talking looked around and, seeing that Weiss was open to talk to now stepped up to her.

" I'm a natural blond, you know!Weiss sighed at this and face palmed along with grim who growled out idiot under his first night at Beacon, students are splayed out in sleeping bags. Ruby, in her pajamas and with a sleeping mask around her head, is writing in a journal when Yang crashes next to her, similarly dressed while grim is sitting not far from them cleaning his scythe with his cloak off revealing his chest as he worked..yang smiled as she looked around and then at her sister.

" isn't this great It's like a big slumber party! ruby didn't look up from her writing but giggled as she thought of how their dad would act.

" I don't think Dad would approve of all the boys, yang smirked at this and shook her head.

" I know I do! yang then began to purr at the sight of all the guys before sighing when she saw jaune in pajamas but, she quickly switched to grim who was scanning the crowd which allowed her to stare at his chest before she looked at ruby who was writing.

"watcha got there. Ruby looked up from her writing as yang spoke and anwsered her.

"Oh, just a letter to the gang back at Signal. I promised to tell them all about Beacon and how things are. Yang smiled behind her sister and messed with her hair.

" Aw, that's so cuuuute! as yang finished what she was saying, ruby grew embarrassed and threw a pillow in yangs face.

" Shut up! I didn't get to take my friends with me to school! It's weird not knowing anyone here!yang sighed and shook her head before smiling again.

" What about Jaune and grim their.. nice and grim sure is handsome hes perfect boyfriend material to! There you go! Plus two friends! That's a hundred percent increase! ruby smiled before thinking of Weiss which ruined the moment and caused ruby to scoff at this and shook her head.

"Pretty sure Weiss counts as a negative friend. Back to one...yang sighed at this and protested.

" There's no such things as negative friends! You just made two friends and one enemy! Look, it's only been one day. Trust me; you've got friends all around you! You just haven't met them yet!The two sisters then look up and notice a candle being lighted nearby, and Blake Belladonna is seen leaning against a wall, reading her book.

ruby put her hand to her chin in thought as she looked at Blake.

" hmm that girl..yang looked curiously at rubys reaction and then looked at girl.

" you know her. Ruby shrugged a bit and shook her head no at yang.

" Not really. She saw what happened this morning, but left before I could say anything. yang grinned evilly as she approached her sister.

"Well, now's your chance! yang then lifted ruby up and pulled her towards Blake.

" yang what are you doing. the two coming near, Blake looked up from her book and watched them yang then grinned at Blake as she dragged ruby in front of her.

" Hel-looooo! I believe you two may know each other?Blake looked at them a bit and her lips twitched into a small smile.

" Aren't you... that girl that made grim explode. grim looked over his shoulder and smiled as he heard ruby trying to make a friend.

" Uh, yeah! My name's Ruby! Blake acknowledged this and nodded as she kept reading her book. yang looked confused at her sister and nunged her as the moment began to become awkward." what are you shrugged as she looked confused and awkward.

" I don't know - help me! ruby then smiled again as yang began to speak up," so uh what your name. blake sighed at this as she was distracted from reading but as she opened her mouth to speak she was interrupted by grim.

" my friend here is Blake, ruby i had the pleasure of introducing myself to her this morning after every girl got personal pictures in their minds of my chest. after grim said this, both Blake and ruby blushed while yang raised her eyebrow and introduced herself and ruby.

"Well, Blake, I'm Yang, Ruby's older sister! I like your bow! Blake looked a bit irritated at all the attention as she just wanted to read.

" Thanks! yang coughed and strained to think of something else to say before speaking up.

" It goes great with your... pajamas!Blake looked annoyed at this and nodded

" right...yang then brought up something about how nice the night was and ruby chuckled.

"eh nice night isn't It blake nodded and spoke with allot of sarcasm and annoyance.

" Yes - it's lovely! Almost as lovely as this book! That I will continue to read. As soon as you leave! yang looked a bit put down at this and turned to her sister.

" Yeah, this girl's a lost cause. Ruby shook her head and stepped closer looking at the book.

"What's it about? Blake looked surprised at rubys enthusiasm cocked her head.

"Huh? Ruby smiled nicely and asked again.

" Your book. Does it have a name? Blake nodded still a bit surprised.

" Well... i-it's about a man with two souls, each fighting for control over his rolled her eyes at this and waved a hand in dramatization.

" Oh, yeah... That's real lovely! Ruby ignored her sister and looked at Blake and her book.

" I love books. Yang used to read to me every night before bed. Stories of heroes and monsters... They're one of the reasons I want to be a Huntress! Blake thinking that ruby was young still began laughing a little.

" And why is that? Hoping you'll live happily ever after?Ruby put her hands behind her back and smiled.

" Well, I'm hoping we all will. As a little girl, I wanted to be just like those heroes in the books... Someone who fought for what was right, and protected people who couldn't protect themselves!Blake continued to smile at this as she thought before frowning a second later.

" That's... very ambitious for a child. Unfortunately, the real world isn't the same as a fairy tale. grim grinned a bit at this and shook his head at this.

" i think ruby begs to differ. Ruby nodded and smiled at grim gratefully.

" Well, that's why we're here! To make it eyes filled with pride and love as she picked ruby up in a hug.

" Oh, I am so proud of my baby sister! Ruby frowns then begins to get out by kicking her legs.

"Cut it out! the forced sisterly bonding evolves into a dust cloud of fighting limbs and flying and grim began laughing slightly with blake as the siblings fought.

" Well, Ruby, Yang,grim it's a pleasure to ha-before Blake could finish, Weiss came storming onto the scene in her own pajamas as Ruby traps Yang's leg.

" What in the world is going on over here?! Don't you realize some of us are trying to sleep? yang and Weiss both looked at each other quickly and groaned at the sight of each other while saying the same thing.

" Oh, not you again! rubys eyes widened as she looked around and shushed them.

" guys shh shes right people are trying to sleep. weiss rolled her eyes at this and put her hands on her hips.

" oh so now your on my side. Ruby got a bit angry at this and protested.

" I was always on your side!Yang agreed with ruby and tilted her head.

" Yeah, what's your problem with my sister? She's only trying to be nice! Weiss scoffed and shook her head.

" She's a hazard to my health. in response, grim came up behind the girls making three out of the four blush as he wrapped his arms around them.

" so girls as much as i love spending time with you ladies i would like it if you'd all stop fighting so we can sleep now. all the other girls nodded at him and he sighed happily as he sank to the floor and fell asleep, Causing the others to all chuckle at him.


	3. Grim Awakening

As Grim dreamed, he woke up to the sound of crying and these sounds made him become confused.

" Huh whats going on am I, is this when i was born. As Grim thought about his dream, a loud gunshot echoed followed by the sound of a man shouting.

" No what have you done my wife you killed my wife, you traitor! Give me my son. Grims eyes widened in shock as he knew the man who was shouting was his real dad but before he could think more on the subject, another mans voice spoke up, the one holding him.

" Sorry Nocturne but your son is the one-thousandth member of the Reaper blood line, his blood is the perfect mixture to bring your first ancestor back, he's going to rule the world with his grimm and your son at his side. Nocturne growled at this information and stepped forward.

" Ebon Fall you wont get away with this. Ebon grinned at these words as he opened his hand, and a semblance of flame filled his hand before moving it towards Grims face.

"And who's going to make me Reaper it certainly isn't going to be you, and your little son Grim here isn't going to do anything. Nocturne growled at the gloating and stiffened up before pointing a double sided white scythe at Ebon.

" I'm going to kill you for this. Ebon smirked at these angry words, and chuckled before shaking his head.

" I doubt that unless you want your son hurt you wont do anything. Nocturne growled at this fact,and stopped moving but his eyes widened, as Grims cry got louder before shadows exploded out of him killing Ebon, and destroying the hospital. Having seen it coming however, Nocturne used his own semblance of shadow to shield him self and when the explosion stopped he re-appeared beside Grim and looked down at him with a sad smile.

" I'm sorry Grim but I must ensure they can never find you again. Grim in response to this image, bolted up from his sleep to see the girls looking at him with concern causing him to feel his face only to feel tears, and in response he shadow traveled away before they could say anything, and thus caused the girls to look at each-other in concern before laying back down.

Two hours later, and another group of people was waking up, and one of those said people was an energetic girl known as Nora Valkirye who is now trying to wake her friend Ren up.

" Wake up, lazy bud! Lie Ren got up with a groan as Nora hounded him to get up, Nora seeing him awake then jumped around him happily singing.

" It's morning! It's morning! It's morning! It's morning! Ren sighed at the over energetic girl, and then began to get ready before deciding to go in to the restroom to brush his teeth, while Nora continues to talk.

" I can't believe we've been at Beacon for a full twenty-four hours! Not that I thought we'd get kicked out or anything, I mean, you're the perfect student and I'm... well, I'm me! But it's just crazy, you know. A few minutes later, both entered the lobby where the two began finishing readying themselves. Nora was brushing her hair and still chattering while Ren was tightening the strings on his sleeping bag.

"We've been friends for soooooooo long! What are the odds we'd still be together? Well, not "together-together..." Not that I'm not saying that you're not handsome; you are handsome, but that'd just be weird, right? A few more minutes later and the two are in the middle of eating their breakfast, Nora having a pancake hanging from her mouth as she is still talking.

"Right! What was I thinking? But still, I hope we end up on the same team together! Oohhhh! We should come up with some sort of plan, to make sure we end up on the same team together! What if we bribe the headmaster? No, that won't work. He has the school. Five more minutes pass and the two are readying themselves in the locker room, Ren loading StormFlower and Nora still talking.

" I know! We'll have some sort of signal! Like a distress signal! Gasp A secret signal so we can find each other in the forest! Can you imitate a sloth? Ren shook his head at this before sighing and replying.

" Nora?Nora stopped talking for a moment before tilting her head and looking at ren curiously.

" Yes, Ren? Ren sheathed his weapons up his sleeves before speaking.

"I don't think sloths make a lot of noise. Nora shut her mouth for a moment and thought about this before nodding her head.

"That's why its perfect! No one will suspect we're working together! Ren smiled as he shut his locker before starting to walk.

"Come on Nora, let's go. Nora nodded and chuckled in her mumbling and smiled.

" Not together-together..." (giggles)Ren heads out while a skipping Nora follows, passing Ruby and Yang as they are busy readying themselves.

" Wonder what those two are so worked up about? Yang shrugged at the thought and looked curiously at her.

"Oh, who knows? So, you seem awfully chipper this morning! Ruby smiled at the comment and nodded as she ran a hand through her hair.

" Yep! No more awkward small talk or getting-to-know-you" stuff Today, I get to let my sweetheart do the talking. Ruby then strokes Crescent Rose as she sighs happily looking at it with joy. Yang chuckled at the strange obsession her sister had, and patted her sisters shoulder.

" Well, remember, Ruby, you're not the only one going through initiation If you wanna grow up, you're gonna have to meet new people and learn to work together. Ruby sighed at these words in frustration before speaking and shoving her weapon in a locker.

"You sound like Dad Okay, first of all, what does meeting new people have to do with fighting? And secondly: I don't need people to help me grow up! I drink milk! yang smirked at her sisters complaining, and looked slyly at her sister

"But what about when we form teams?Ruby's eyes suddenly became nervous at these words,and she stammered when she replied.

"Um, I don't know, I... I'll just be on your team or Grim's. Yang didn't show much of a reaction to this, and started Bringing her hair around her shoulder and stroking it.

" Maybe you should try being on someone else's team? Ruby smirked at Yangs words, and looked at yang coyly.

"My dear sister Yang, are you implying that you do not wish to be on the same team as me? Yangs face then quickly transformed to a look of shock and surprise at her sisters words.

"What? No! Of course I do! I just thought... I don't know, maybe it would help you... break out of your shell! Ruby looked surprised at her sisters thoughts, and protested.

"What the?—! I don't need to 'break out of my shell'! That's-. suddenly Jaune walked in between the two, and interrupting ruby.

"Ridiculous! As the two looked at Jaune they noticed that he held a map and looked lost .

"There's no way I put my gear in locker 636 yesterday! I would've remembered having to count that high! Why does this have to happen today?Jaune passes Weiss Schnee and Pyrrha Nikos as they ready themselves at their lockers. Weiss smiled as she began thinking about teams and looked at Pyrrha

"So, Pyrrha, have you given any thought to whose team you'd like to be on? I'm sure everyone must be eager to unite with such a strong, well-known individual such as yourself! Pyrrha stroked her chin at this and looked unsure at weiss.

"Hmm... I'm not quite sure. I was planning on letting the chips fall where they may. Weiss smiled after learning this, and put her hands together before speaking.

"Well,... I was thinking maybe we could be on a team. Pyrrha smiled at this and nodded .

"Well, that sounds grand!Weiss smiled in triumph and fist pumped.

" Great! The background disappears into a thundercloud as Weiss adopts a scheming pose and manic smile in her head.

" This will be perfect! The smartest girl in class combined with the strongest girl in class! Together we will be unstoppable! I can see it now! We'll be popular! We'll be celebrities! We'll get perfect grades! Nothing can come between us now!Jaune being the moment killer he is, walked towards them coming between them and interrupting Weiss' evil train of thought.

"You know what else is great? Me. Jaune Arc. Nice to meet you. Weiss looked irritated at jaune and groaned in frustration.

"You again?Pyrrha however, unlike Weiss hurriedly stepped forward letting herself be seen.

"Nice to meet you, Jaune!Jaune smiled at Pyrrha but stepped past her to look at Weiss and posing slightly.

" So, Weiss, couldn't help but overhear your fondness of me the other day. Weiss sighed at these words and groaned at Jaunes massive stupidity.

" Oh, you've got to be kidding me! Jaune smirked at this in self confidence, thinking she was embarrassed, and kept talking.

" Don't worry! No need to be embarrassed! So, been hearing rumors about teams! I was thinking you and me would make a good one! What do you say?Pyrrha smiled at these words, and she tapped Jaunes shoulder getting his attention.

"Actually, I think the teams are comprised of four students each, so-Jaune smiled at this information and turned to Pyhrra with interest

"You don't say Well, hot stuff, play your cards right and maybe you could join up with the winning team. Weiss shook her head at this and glared at jaune before separating the two.

" Jaune, is it? Do you have any idea who you're talking to?Jaune shook his head at this.

"Not in the slightest. Weiss put her hands in front of Pyrrha introducing her.

" This is Pyrrha. Pyrrha smiled as she greeted jaune again.

"Hello again! Weiss then went on to say more about Pyrrha.

" Pyrrha graduated top of her class at Sanctum!Jaune shook his head with a blank look.

"Never heard of it. Weiss scoffed at this and shook her head.

"She's won the Mistral Region Tournaments four years in a row! A new record!Jaune looked confused at this as well and tilted his head.

" The what?Weiss began to get angry and was waving her arms rapidly in anger.

" She's on the front of every Pumpkin Pete's Marshmallow Flakes box!Jaune then began gasping suddenly as he recognized her as the design of the cereal box in question is seen with Pyrrha's smiling face on it.

"Thats you! But they only do that for star athletes and cartoon characters! Pyrrha nodded at this and chuckled.

" Yeah, it was pretty cool. Sadly, the cereal isn't very good for you. Cracks then began appearing as the box design crumbles behind them .

"So, after hearing all of this, do you really think you're in a position to ask her to be on your team?Jaune looked sad and pathetic as he hung his head.

" I guess not... Sorry... Pyrrha shook her head as she spoke up getting jaunes attention, Jaune, I think you'd make a great leader!Jaune immediately smiled at this as he was brightening back up.

"D'oh, stop it!Weiss scoffed again and shook her head at this.

"Seriously, please stop it. This kind of behavior should not be encouraged!Jaune smiled cockily as he looked from pyrrha to weiss.

"Sounds like Pyrrha's on board for Team Jaune. Spots are filling up quick! Now, I'm not supposed to do this, but maybe I could pull some strings, find a place for you. What do you say?Weiss glared at how close Jaune was and looked a bit freaked out.

" All right, that's a bit too close! Pyrrha, a little help, please?Jaune looks back just in time to see Miló strike him, sending the would-be leader flying off. Pyrrha then looked apologeticaley after Jaune and waved at him.

" I'm sorry! however as Jaune sailed through the air, Miló was caught by an arm which came out of the shadows, and let Jaune off.

" Hey blondy ya have some issues flying. Everyone in the room then turned to look at Grim, but before anything could be said,an announcement played on the intercom with Glyndas voice being heard.

" Would all first-year students please report to Beacon Cliff for initiation? Again, all first-year students report to Beacon Cliff. Weiss passes Jaune and Grim with Pyrrha following after her, grabbing her spear after Grim handed it to her, and she smiled at them before leaving the room.

"It was nice meeting you!Jaune slumped against the locker at the goodbye,and sighed feeling like a looser.

"Likewise...Yang and Ruby then quickley aproach wanting to talk to Jaune and Grim.

" Having some trouble there, lady-killer?Jaune nodded at her words, and sighed as he looked down in shame.

" I don't understand My dad said all women look for is confidence! Where did I go wrong? Yang chuckled at this and jerked a thumb in Wiess's direction.

"Snow Angel probably wasn't the best choice. Grim chuckled at Yangs words, and patted Jaunes shoulder.

" Your just not her type my freind. Ruby seeing Grim was fine now walked gingerly over to him.

" Grim do you want to talk about this morning I can mabye help you with whatevers wrong. Yang nodded at Rubys words,and looked at Grim as well.

" I can help to were all freinds. Grims eyes lit up a bit in happiness and sadness but he quickley dashed it away as he got an idea.

" If you two can manage to find me in the forest then I'll tell you deal. Ruby and Yang smiled at the deal, and shook Grims hand before looking at Jaune with excitement.

"Come on, Jaune, let's go. Grim then picked up,and lead Jaune out of the locker room by supporting him and his damaged self-esteem. It only took five minutes to get to the Beacon Cliff, overlooking a forest, where several students — some old, some new, and some unseen — are standing on silver tiles in front of a mug-holding Professor Ozpin and Glynda with her tablet. as the students looked and stared at Ozpin, he coughed before speaking up.

" For years, you have trained to become warriors, and today, your abilities will be evaluated in the Emerald forest. Glynda nodded at his words as she spoke up as well.

" Now, I'm sure many of you have heard rumors about the assignment of teams Well, allow us to put an end to your confusion. Each of you will be given teammates... Ruby looked surprised at this information,and looked at Grim and Yang in shock.

" What? Ohhh...Ozpin then spoke again as Glynda finished.

"These teammates will be with you for the rest of your time here at Beacon. So it is in your best interest to be paired with someone with whom you can work well.

Ruby was groaning at this thinking she might get paired with a person she didnt like. Ozpin however, ignored Rubys groan and kept talking.

" That being said, the first person you make eye contact with after landing will be your partner for the next four years. Ruby then puts on an even more shocked expression which in her mind mirrors her world cracking like glass and falling apart.

" Whaaaat?!Nora smirked at this knowledge as she turned to Ren.

" See? I told you-!Ozpin coughed silencing Nora, and then contiued talking.

" After you've partnered up, make your way to the northern end of the forest. You will meet opposition along the way. Do not hesitate to destroy everything in your path... or you will fail. Jaunes laughs nervously and then gulps as Ozpin continued speaking once again, ignoring any thing said or done by his students.

" You will be monitored and graded through the duration of your initiation, but our instructors will not intervene. You will find an abandoned temple at the end of the path containing several relics. Each pair must choose one and return to the top of the cliff. You will guard that item, as well as your standing, and grade you appropriately. Are there any questions?Jaune was the only one to be raising his hand since he was confused.

"Yeah, um, sir?Ozpin ignored Jaune and sipped his drink before speaking.

"Good! Now, take your places. Most then strike poses on their tiles;Nora crouches low, Ren wields his weapons, Grim flexes his shadows,Yang raises her fists, Ruby readies her body, and Jaune is still raising his hand.

" Uh, sir? I've got, um... a question. Jaune asking this question caused him to miss the tile under Weiss rising up into a springboard, rocketing into the air and over the forest, as the platforms activate down the line.

"So, this landing... strategy thing... Uh, wha-what is it? You're, like, dropping us off or something?Ozpin shook his head at this and stated bluntly what will happen.

" No. You will be launched there. Jaune paid the most attention to Ozpin missing more students being thrown.

" Oh, uh, I see... So, did you, like, hand out parachutes for us? Ozpin shook his head at Jaune and smirked a bit at his words.

"No. You will be using your own landing strategy. Jaune nodded as he watched Ozpin still not seeing an excited Nora and Ren getting launched.

"Uh-huh... Yeah. Grim came next and grinned at everyone before growing shadowy wings out of his back and taking off into the air impressing everyone except for Jaune since he missed Grims turn, Yang winked at her younger sister, put on a pair of aviators, and flew off with a "Woo-hoooooooo!" a second before Ruby joins while jaune not knowing what was going on looked confusedly at Ozpin.

"So, what exactly is a landing strategYYY!... to bad that He asked this part just when he finally has to get hurled with the cloud of students now making their way down into the forest below under the eyes of the teachers. Ozpin, for his part, simply takes a sip of his drink with a smile.

" I do oh so love my job


	4. Grim Steps

all was silent in the solitary confines of the Emerald Forest, where at the moment a black bird is flying slowly and magnificently, right up to the moment it gives a final shriek and Ruby crashes through it in a burst of feathers as she plummets downward.

" Birdie, no!Ruby then proceedes in fireing off a few rounds from Crescent Rose to slow her down, then turns the weapon into its scythe form to catch the branch of a tree in her blade and fall downward at a slower pace.

Weiss, armed with Myrtenaster, summons a white snowflake circle under her and leaps off of it to the forest below.

Ren descends ,with Nora Valkyrie briefly being seen next to him at a faster speed. and spins in the air, eventually using StormFlower's blades to spiral around the trunk of a large tree and hit the ground, brushing off his clothes before looking up to see...Yang fly by shouting in excitment.

"Woo-hooo! Yeah! Ally-oop! she then could be seen soaring right over the treetops,and is using her gauntlets and their combined fiery force to push her through the air further and further north, spinning and laughing with each blast, even when she crashes through the leaves of a tree and leaps off two trunks to tumble to the ground.

" totally Nailed it! yang then runs off with excitment ready to get into some , her weapon in sword form and armed with a shield, crashes through several trees and rolls on a branch, immediately shifting her blade into a rifle and looking through the scope at Jaune as he continues to scream and fall helplessly. Pyrrha coolly transforms her weapon again to its spear form, takes a moment to evaluate her throw, and rockets the javelin deep into the forest until a "THUNK!" is heard and jaune yells from far away greatful for the save pyrrah provided for him

"Thank you!Pyrrha looks in jaunes direction while waving to show where she is and that shes apologizng.

" I'm sorry! grim was the last one to land and grinned as he watched everyone elses landings.

" it seems my fellow classmates are having fun already hmm seems todays going to be eventful, now then i think i should follow ruby i know the others can handle themselves but ruby has a knack for trouble so thats what ill do. as grim landed, he used his sembelance to scan the area and his eyes widened as he suddenly came face to face in his vision with a grim which was human like and it stared at his mind with crimson eyes before it sniffed the air and opened its mouth as its raspy ghost like voice spoke.

" humans in the forest and our masters bloodline i smell and see it there is a reaper here- roaaaaaaaaar. grims shadow vision then cut off as dozens of roars of different pitch echoed in chorus to the humanoid grims call. grims eyes then widened as he felt dozens of grimms coming out of their homes to track down grim and the others causing grim to cuss as he took off in rubys direction determined to protect his first friend.

" i have to get to her before that creature finds her. In the middle of the forest meanwhile, Ruby lands in a crouch, then darts off with a single mantra in her mind.

thinking Gotta find Yang, Gotta find Yang, gotta find Yang, gotta find. ruby then seeing the forest all around her begins shouting.

"Yang! Yaaaang! internally, she is now seeing herself partnered with various people before shaking her head in dread and looking around again.

" Oh, this is bad, this is really bad... What if I can't find her? What if someone finds her first? Well, there's always Jaune. He's nice. He's funny! ...I don't think he's very good in a fight, though. Ooh! What about Blake?! So mysterious, so calm... Plus she likes books! Then again, I'm not sure I'd be able to hold a conversation with her... Ugh! ruby then shakes her head of daydreams and calms herself.

" Okay... Who else do I know in this school? There's Yang, Jaune, Blake, grim, how could i forget grim,he could be a great choice, hes heroic, nice,funny, and freindly not llllike...Time seems to slow down as Ruby skids to a halt in front of Weiss as she is turning to face her. She stops just in time for their eyes to meet and a pregnant pause follows. This ends when Weiss turns on her heel and walks the other shakes her head at this and groans internally before following after weiss slightly.

"Wait! Where are you going?! seeing weiss walking still frustrates ruby which makes her stop and kick the ground dejectedly before speaking in a dull tone.

"We're supposed to be teammates... a few minutes later, and Weiss is seen struggling through the forest, giving an occasional grunt or "Ow!" as she pushes plants out of her way. She brushes herself off and sighs in relief when she hears a voice above is seen in the same situation. stuck to the tree by milo which was the same way he entered the forest , only now he was patheticaly squirming around apparently struggling to free himself but failing miserabley.

" Come on, come on! Stupid...!Weiss looks up as she hears his struggle and sees Jaune hanging a few feet in the air by the spear embedded in his hood and the tree behind him. As he gives up trying to pull it out, he looks down and sees Weiss, giving an embarrassed wave. Weiss simply heads back in the direction she came from and Jaune groans in says nothing for a few minutes as she passes Ruby and pulls on her hood before finally speaking.

" By no means does this make us friends. Ruby is overjoyed as she's dragged away into the bushes and proclaims her happiness.

"You came back!Jaune being as high up as he is has no trouble seeing the scene and waving his arms in panic.

" Wait! Come back! Who's going to get me down from here?!Pyrrha chuckles under her breath as she looks up from below jaune and speaks.

"Jaune Do you... have any spots left on your team?Jaune frowns a bit at this crossing his arms in defeat and mutters.

"Very funny... he eventually looks down at her and gives a smile, which she returns as she looks at him with amusement in her eyes. back to the rose and schnee duo, they can be seen trudging through the forest, weiss struggling ahead with Ruby back a ways behind seeing how fast weiss is going coughs and speaks up.

"What's the hurry?Weiss scoffs at this and a scowl covers her face as she walks before speaking.

" I will not let my mission be delayed because you're too slow! I swear, if I get a bad grade because of your. weiss is suddenly shocked as a smiling Ruby suddenly appears next to her making her eyes widen in shock.

" What the...?Ruby smirked at weiss with pride.

"I'm not slow, see? You don't have to worry about me!Weiss still stunned is looking back and forth slightly amazed.

"When did...?Ruby smiled at this before speaking.

"Weiss, just because I don't exactly know how to deal with people doesn't mean I don't know how to deal with monsters! ruby then gets an arm around a skeptical Weiss' shoulders before speaking again with joy.

" You're about to see a whole different side of me today, Weiss, and after it's all over, you're going to be like,

"Wow! That Ruby girl is really, really cool. and I wanna be her friend! Ruby then disappears in a shower of rose petals, which Weiss waves away from her face just as she hears crackling and rustling in the bushes around rolls her eyes and begins calling out to Ruby.

" You may be fast, but you still excel at wasting time!silence anwsers weiss save more noises making her eyes widen and her hand to go down to her weapon before shakily speaking.

" Ruby? the forest darkens, in response forcing Weiss to lean in to try and find her new partner as a pair of red eyes are seen glaring behind her as she speaks again.

" Ruby...? suddenley, eyes began apearing all around Weiss, as multiple pairs of red stare at her from the bushes and a deep growl is heard. She turns around until she spots a large, jagged Beowolf emerging from a bush and approaching her. making her shout out for her partner for backup and for the fear of what may have happned to her.

" Ruby!The Beowolf then roars as it charges toward weiss with its claws ready to strike.

meanwhile a fair distance away from wiess's location. Yang is walking and looking around.

" Helloooooooo? as yang did this, she missed seeing a shadow quickly pass by as she quickley looked around and called out again.

" Is anyone out there? Helloooo? yang then stops and raises her arms in impatience.

I'm getting bored here! however as yang does this she hears a rustling in the bushes behind her and turns.

" Is someone there? yang gets no response but the rustling continues as Yang comes over and peaks inside.

"Ruby,is that you?A low, inhuman growl is heard, and Yang's head rises up as she stares at the creature.

" Nope !Yang then quickly rolls to the side as an Ursa charges out of the green. She gets up and activates her Ember Celica, staring at the monster before another Ursa runs out behind her. She leaps over it, and its companion runs at her again, only to get knocked back by a fiery punch. The other Ursa and Yang charge at each other, and Yang manages to get under it and deliver several punches and a kick to send the creature back. before mocking them by asking them about ruby.

"You guys wouldn't happen to have seen a girl in a red hood, would you. the ursas growl at this and swipe at her only for her to dodge and mock them with amusement.

" You could just say no. The bigger of the Ursai stands on its legs and swipes at her twice, Yang barely dodging the begins laughing and looks at them with excitment.

" Geeeez, you two couldn't hit the broad side of a ba...Before she can complete her insult, a single strand of her golden hair falls in front of her face and lands on the forest looks at her strand of hair with shock before closing her eyes and speaking .

"You... yang then opens her eyes to reveal the now red color, making the Ursai look at each other confusedly before Yang screams in rage.

" You monsters!An inferno surrounds Yang for a moment, and she rockets forward, unleashing a devastating combo of flaming hits and blows on the offending Ursa, making it fly through several burning trees. The other monster runs over, but stops short at Yang's gaze while a tree falls to the ground behind growls like an animal at the ursa and shouts as she brings her gauntlents together resulting in a loud blasting noise.

"What! You want some, too?!The Ursa rears up and prepares to strike... right when a whirling noise is heard and the monster makes a befuddled noise, falling down a second later to reveal Blake Belladonna with her Gambol Shroud in the beast's pants in exhaustion while Blake recalls the weapon back to her hand, sheathing it on her back and smiling to the side. Yang, now purple-eyed again, looks to her new partner over the smoking remains of the monster and smiles as she puts a hand on her hip.

" I could've taken him. blake smiles at this and nods and the two begin walking together into the forest.

meanwhile in Weiss Schnee's predicament, as she is deflecting the swipe from the Beowolf that attackated her with her Myrtenaster and getting pushed back into the middle of the beastly circle. She holds out her sword as she goes through her dueling motions and practices. Remember your training, Weiss. Head up, shoulders back, right foot forward — not that forward! — slow your breathing, wait for the right time to strike, and... wiess then brings her rapier up, the revolver spinning. Now!Weiss then dashes forward with her loaded weapon at the Beowolf in front of her, just when Ruby suddenly appears between the two in a blur of rose petals and a swipe of her Crescent Rose scythe, landing a hit on the grimm making ruby smirk at landing the hit and gloats.

" ha Gotcha! Weiss widens her eyes and screams as she quickly has to stop, swinging the sword in a random direction and creating a line of fire that sets a nearby tree ablaze, followed quickly by the rest of the forest around them , ruby ,distracted by Weiss' mess-up, is barely defended when the same Beowolf scratches at her weapon, knocking the younger girl into the heiress. Ruby glared a bit as she glanced back at weiss.

" Hey, watch it! Weiss scoffed at this and put her hands on her hips.

"Excuse me! You attacked out of turn! I could have killed you! Ruby scoffed this time and crossed her arms.

" You'll have to try a lot harder than that...The duo wield their arms as the pack of Beowolves whine and growl around them. Ruby reloads her scythe just as a flaming tree falls near them. however before it could land, grim apearead and destroyed the trees with his scythe sending them towards some of the beowolves and crushing some of them.

" hello girls i suggest you run now ill hold them off. weiss and ruby both opened their mouth to protest but grim stopped them as he turned around.

" i promise ill meet up with you later now go damnit i wont ask again and dont make me transport you.

Weiss grabs Ruby's arm in response and fantically looks at her.

" come on you heard him We have to go!She leads Ruby out of the blaze as it engulfs the grass and sets the rest of Grimm to running back the way they came or suffering in the fire. however they didnt see the grimm humanoid walk through the fire as if it was nothing as it headed towards grim.

" ah my masters grand grand son a pleasure to meet you, if you would come with me we can bring your grand grand father back. grim scowled at this and growled as he put his hands together and pulled his scythe out of the shadows.

" i know who he is and what he was supposed to do and ill be damned if he comes back. the grimms face turned to one of rage before grinning a wide face splitting grin as it got out a bone knife.

" ah so you do remember the night you and your mother were kidnapped. grim growled as he twirled his scythe around and turned it into his mini gun causing the double blades to wrap around the barrel as the scythes handle compressed and made the gun.

" go to hell. grim then began firing only for the grimm to run in a circle and dodge the shots and then ran towards grim and kicked the gun out of his hands and tried to slash his gut. but grim saw this coming as he leaned back and avoided the slash. grim then kicked the grimm in the face and went for his weapon and transformed it again taking off one blade to make a sickle and holding a scythe in his other hand.

" no more games im going to end you. the grimm smirked at this as it put its knife away and got out a bone sword.

" good luck reaper. grim roared in response and charged at the creature with rage and attacked him without hesitation causing the grimms eyes to widen as he began to barley dodge or block grims strikes until, grim finally did land a hit on the grimm.

" agh how is this possible you shouldnt have full acess to your powers yet. grim grinned evilly as they both looked at each other before stalking towards the grimm.

" looks like i do sucks to be you dont it. the grimm said nothing in responese as it jumped into the shadows to hide. as grim saw this he laughed mockingley as he found the creature in the dark.

" do you really think thats going to help you. grim once again got no response to this as instead the grimm dove out of the shadows and with both knife and sword he attacked. grim however was ready and pushed his scythe forward to move the grimms sword away into a tree, and at the same time brought his sickle up hard into the grimms knife enough to where his sickles blade went into the creatures shoulder. grim then wrenched his sickle free and kicked the grimm towards the tree.

" you are a pathetic creature.

said grimm didnt respond as it clutched its arm and pulled its sword out of the tree.

" dont get cocky boy im not done yet. grim grinned at this as he began to spin with his scythe causing a deadly bladed tornado which headed towards the grimm. however the grimm was able to roll out of the way as grim demolished where he was standing. as the grimm stood up however grim made sure to disable him as he chopped the creatrues arms off and disarmed him causing him to fall on his knees. grim then set his weapons on the grimms neck and looked down at him with a smirk.

" the darkness will never win grimm. the creature grinned at this and spat black ooze at grims feet.

" oh you poor naive boy we already have you to capture humanity will die my death means nothing. grim said nothing at this instead he chose to glare before cutting the grimms head off causing the forest to go silent as grim looked around himself to find darkness and ash.

" mhm that wasnt very paragon of me, oh well i need evidence so ill take your head enjoy being a trophy . Grim then put his sycthe back together before taking the head and followed after the direction he saw ruby and weiss go. meanwhile Ruby and Weiss had stopped a safe ways from the smoke and flames. Weiss learns over and pants as Ruby looks behind her.

"What was that?! That should've been easy and we left grim behind he could be hurt. Weiss glared at ruby and looked at her with anger.

"Well perhaps if you had exercised even the slightest amount of caution with the placement of your strikes, I wouldn't have set the forest on fire and grim wouldnt be back there. Ruby scoffs at this and looks at weiss with suspicion.

" What's that supposed to mean?Weiss rolled her eyes at this and kept ranting.

" I'm just surprised someone who talks so much would communicate so little during an encounter! Ruby rolled her own eyes at this and looked at weiss with anger.

"Well, I'm sorry you need my help to win a fight. I'm just fine on my own! Weiss growled at this and shook her head.

"Well, congratulations on being the strongest child to sneak your way into Beacon. Bravo!Weiss then begins to walk off on her partner yet again. Ruby,with an agitated shriek, unfolds Crescent Rose, slices a tree down to the stump, refolds it back, and follows her partner as the tree crashes behind her. Neither notice the large dark feather floating onto the fallen trunk behind them but grim who comes a short while later does and cusses under his breathe before following them.

Meanwhile across the Forest, Pyrrha Nikos, armed with Miló and Akoúo̱, and Jaune Arc are making their way through the bushes. Jaune hears a noise far away and turns his head

" Did you hear that?Pyrrha nodded and looked in the same direction.

"Gunfire. It seems some of our comrades have encountered the enemy.

They keep moving forward, Jaune still staring in the sound's direction as Pyrrha raises a branch to pass by and accidentally releases it right at Jaune's face, flooring him face then turn to a look of shock as she turned around looking back behind her to see jaune.

" Jaune! I'm sorry! Jaune laughs, lowering his hand from his cheek to reveal a gash from the wooden recoil.

"It's okay. Just a scratch! jaune then gets back up when Pyrrha approaches him and however looked at him with curiosity.

"Why didn't you activate your Aura?Jaune looked confused at this and tilted his head.

"Huh?Pyrrha looked at him qeustioningly and tilted her head.

"Your Aura. Jaune smiled at this in response and said,

" bless you. Pyrrha smiled at this and looked at Jaune knowingly.

"jaune, do you... know what Aura is?Jaune waves the question off, avoiding eye contact since he really dosent.

" Psch! Of course I do! Do you know what Aura is?Pyrrha smiles at him and gets ready to explain as Lie Ren's trek through the forest's tall grass begins

." Aura is the manifestation of our soul. It bears our burdens and shields our hearts. Have you ever felt you were being watched without knowing that someone was there?

Jaune nods at this a bit creeped out.

" Uh... yeah. while their talking Ren stops and narrows his eyes, looking around him while a huge black Grimm serpent rises up from the grass behind him and quickly surrounds him with its large, hissing body. Ren adopts a sighting stance as the snake coils together in front of him and attacks with its long fangs.

back with pyrrha , she has begun walking around Jaune while explaing.

" With practice, our Aura can be our shield. Everyone has it, even looked surprised and curious about this.

" What about monsters?Pyrrha shook her head and continued.

" No. switching back to Ren as he leaps out of the way, the snake's mouth hitting the ground and instantly coming up again to hit a jumping Ren back with its snout. back to pyrrahs explanation.

" The monsters we fight lack a soul. They are creatures of Grimm, the manifestation of anonymity. back with Ren as he lands in a crouch when the serpent encircles him again, and he unleashes his StormFlower before jumping up and firing at the creature.

" They are the darkness, and we are the light. jaune nodded at this while at the same time Ren kicks the snake's snout and slashes at its head.

"Right, that's why we fight them! Pyrrha shakes her head no and gives jaune the anwser.

"It's not about why; it's about knowing. With ren ,the snake flows around Ren and tries to bite him again, but he flips over it and drives his weapons into its head, pausing a moment without sensing serpent's white head behind him.

"Understanding dark and light helps us manifest our Aura. Everyone has some of turns and looks up at the white head as it launches itself at him, dodging it and landing just in time to see the head slither towards him. As it gets closer, he runs at it and leaps onto the black head, sliding over its body and blasting the other head while pyrrha continues her ralk.

" By baring your soul outward as a force, you can deflect harm. All of our tools and equipment are conduits for Aura. You protect yourself and your soul when fighting. Back with Ren who, was unprepared for the white half to hit him with its head, knocking him off as he drops his weapons, and leaving him to merely raise his arms and distantly cry "No!" to the mouth of the black head. Jaune opens his eyes with the revelation and gets excited.

"It's like a force field! Pyrrha smiles at this with amusement and nods

"Yes, if you want to look at it that way.

Ren is now holding the front fangs of the colossal snake in his hands, glowing a faint, pulsating pink as he grips the teeth and yanks them from the monster's mouth, causing it to flail away. It attempts to bite him again, but Ren spins to the side and stabs a fang into its eye, rotating his arm to deliver a final blow that drives the makeshift weapon into its skull, which ripples, expands, and blows apart in a dark mess as its headless body falls over its fellow creature. Wasting no time, Ren runs right at the white begins by walking up to Jaune and touching the side of his head before speaking.

" Now, close your eyes and concentrate. Jaune looks a bit confused but this dosent stop him from complying.

"Uhh... Pyrrha smiles and closes her own eyes, opening them as her skin glows and her irises shrink before shutting them again. The two stand there, now with Pyrrha glowing a faint red and Jaune a bright white. pyrrha then begins speaking mentally as she unlocks jaunes arua .

" For it is in passing that we achieve immortality. Through this, we become a paragon of virtue and glory to rise above all, infinite in distance and unbound by death. I release your soul, and by my shoulder protect thee. Pyrrha stops glowing red and hunches over in tiredness as she finished unlocking jaunes sat there for a moment still glowing and amazed, until he looked down concerned at pyrrhas condition.

"Pyrrha?Pyrrha shakes her head and begins getting back up slowly.

"It's all right. I used my Aura to unlock yours, but the energy that protects you now is your own. pyrrha then grins as she watches the scratch close up and vanish.

" looks like You have a lot of aura. Jaune then begins smiling and looking at his hands as the glow stops.

" Wow...At the same time, Ren stands atop of the body of his enemy, sliding the weapons into his sleeves and brushing them off before a strange, animal-like noise is heard above him twice. He looks up and meets the upside-down eyes of Nora. Ren chuckles seeing nora and although he dosent show it hes happy to see her.

"I still don't think that's what a sloth sounds response, Nora gives her friend a "Boop!" on the nose, causing him to smile as they looked into the forest.


	5. Grim victories

Ok so first I would just like to state that there is a glitch in the mobile version of fanfiction that deletes some of my copy and pasted files of what I write so if any thing is weird please tell me.

Meanwhile,Professor Ozpin was watching the students on his Scroll at the Beacon Cliffs overlooking the Emerald Forest when Glynda Goodwitch walked up behind him, holding her own tablet.

"The last pair has been formed, sir. Glynda then taps the screen to show the scene of The Emerald Forest.

"Nora Valkyrie and Lie Ren. Poor boy... I can't possibly imagine those two getting along. Still, he's probably better off than Miss Nikos. she then taps the screen again and the video changes to Pyrrha and Jaune Arc's trek through the woods.

Ozpin didnt say anything really he just watched his own screen and hummed

" Mmmm...Glynda shook her head at what she was seeing.

"I don't care what his transcripts say. That Jaune fellow is not ready for this level of combat. Glynda then deactivates her tablet, before walking back a little.

"I guess we'll find out soon enough. At their current pace, they should reach the temple within just a few minutes. Glynda then hums before turning back to Ozpin and looking at him with curiosity.

"Speaking of which, what did you use as relics this year? Silence answers her causing her to look at ozpin.

"Professor Ozpin?"Ozpin doesn't answer, watching his tablet with a contemplating interest as it shows the footage of Ruby sitting in the grass and picking stray leaves while her partner walks in random directions.

Weiss firsts starts walking right and then stops before thinking.

" It's definitely this way. Weiss then stops and starts walking left now.

" I mean... this way! It's definitely this way. She then stops in front of Ruby ready to give up.

"All right, its official We passed sighs at this and stands up, slightly annoyed.

" Weiss, why can't you just admit that you have no idea where we're going?Weiss rolled her eyes and kept up her prideful attitude.

"Because I know exactly where we're going! We're going... to... the forest temple!

Ruby sighs at this, becoming more and more frustrated while

Weiss scoffed at this and snapped at ruby .

"Oh, stop it! You don't know where we are, either!Ruby huffed at this and folded her arms.

"Well, at least I'm not pretending like I know. Weiss scowled at this and puts her hands on her hips.

"What is that supposed to mean?Ruby scowled back at her and waved her hands in frustration?

" It means you're a big, stupid jerk and I hate you!Weiss sighs to herself before spinning around and walking in another direction.

"Just keep moving!Ruby glares at this and begins talking in a faux imitation of Weiss's voice.

"Oh, just keep moving! Hurry up! Waaaah! Watch where you're going! Why are you so bossy?Weiss snaps at this and quickly turns back around to face Ruby

" I'm not bossy! Don't say things like that! Ruby shook her head at this.

" Stop treating me like a kid!Weiss rolled her eyes at this and waved her hands around.

" Stop acting like a kid! Ruby huffed at this and threw her hands to her sides.

"Well, stop acting like your perfect!Weiss scowls at this and puts her arms across her chest.

" I'm. Not. Perfect! Not yet... But I'm still leagues better than you. Weiss then turns around and continues to walk then soon after ruby slowly follows after her and mumbles to herself, dejectedly.

"You don't even know me... unknown to them however was the fact that a nevermore was swooping down towards them. Grim who was far behind however saw them get grabbed and cussed as he dashed after the birds direction.

From the forest, Yang and Blake step out into a clearing that reveals the circular stone temple, broken and decrepit but for the platforms around its inside, holding several black and gold objects. Yang looks inside and turns to Blake.

"Think this is it? In response, Blake gives Yang an incredulous look and heads down the hill, her partner following. They walk across the floor and observe the items on each pedestal, now shown to be familiar begins looking at a black king, confused about why these were here.

"Chess pieces?Yang shrugged at this and looked closer.

" Hey look Some of them are missing. Looks like we weren't the first ones here. Blake shook her head and looked at the pieces

"Well, I guess we should pick . Meanwhile Jaune and Pyrrha are standing at the mouth of a dark cave, where drawings are seen to the side involving armed men against giant looked at the wall and then the cave.

" Think this is it? The duo then walk inside the cave to investigate, Jaune holding a short, burning torch to light their way. Pyrrha shrugs and looks around.

"I'm not sure this is right. Jaune sighs at this and looks a bit depressed.

"Pyrrha, I made the torch. Could you at least humor me for, like, five more feet?Suddenly and completely unexpectedly, Jaune trips on the ground, and the torch flies into a small puddle, extinguishing the flame so the two are cast in darkness with only their eyes eyes widen as she feels something as Jaune gets up and grumbles.

"Do you... feel that?Jaune looks up at this with a bit of despair in his eyes.

"Soul-crushing regret?Pyrrha shook her head and looked around.

" No, it's... at the temple, Yang approaches one of the studies the golden knight, then picks it up and shows it to Blake

"How about a cute little pony?Blake smirks at this and nods.

" Sure. they then both walk towards each other and to the center of the temple floor Yang smirked as she looked around victoriously.

" That wasn't too hard!Blake shrugged before speaking.

"Well, it's not like this place is very difficult to find. They share a smile while not far away Jaune and Pyrrha continue onward through the cave until they see a large glowing point of gold right in front of them, illuminating Jaune's excited features.

" That's the relic! He then slowly reaches out to grab it, but it moves away from his swipe.

"Hey! Bad... relic! He then tries to get it again, and jumps forward and hangs onto it as the object raises him above the ground.

" Ha I Gotcha now!Pyrrha looks at jaune and whispers.

" Jaune...?Jaune's catch lowers itself so he is dangling right in front of the now-glowing red lines and eyes of a Death 's scream is heard all the way from the temple, where Yang turns towards the direction of its source.

"Some girl is in trouble! Blake, did you hear that? suddenly grims laughter could be heard as his keen ears picked upon on what was going on in the forest, not to mention that he wasn't far from yang and Blake, Blake however doesn't answer as she is staring up at the sky. meanwhile, something was happening in the the cave entrance, Pyrrha rushes out right before the monster crashes through the hole, roaring and waving its grass-encrusted claws as Jaune hangs from the stinger, calling for help and continuing to scream.

"Help! Whoa-ah-ah-ah-ah! Why?! Pyrrha! He-e-e-elp! Pyrrha, this is not the relic! It's not! Jaune Continues to cry and get shaken around.

"Do something!Pyrrha is seen wielding Miló in front of the creature as she trys to instruct jaune.

"Jaune! Whatever you do, don't let-before she can finish, the Grimm hurls its tail back and launches a still-screaming Jaune across the forest as she watches in dismay. she then turns back to the scorpion as it continues to snap its claws at her, and she smiles embarrassingly before turning and rushing away in a burst of green.

Meanwhile Blake is staring at something above them, but Yang is focused on the forest.

" Blake, did you hear that? What should we do Finally, the faint-but-growing-louder scream of "Heads uuuuuuuup!" could start to be heard. However a few minutes ago before this happened, Ruby and the sight of Weiss hanging on to something very feathery and very fast, could be seen had anyone looked up as evidenced by the loud wind and the two being blown sideways.

Weiss begins shouting so that she could be heard over the wind.

" Ruby! I told you this was a terrible idea!

Ruby shakes he head at this and disagrees while also raising her voice.

" We're fine! Stop worrying!Weiss shouted in an exaggerated tone at this.

"I am so far beyond worrying!Ruby smiled at this and tilted her head at Weiss.

" In a good way?Weiss rolls her eyes at this and shakes her head.

"No In a bad way! In a very bad way!Ruby smirked at this as she loosened her grip a bit.

" Well, why don't we just jump?Weiss looks at ruby with disbelief and surprise.

" What are you? Insane?!

She is met with silence; since Ruby has already jumped Weiss scoffs at this and curses ruby.

"Oh, you insufferable little red!Back to the present,Down on the ground in the Abandoned Temple, Blake Belladonna is still staring skyward and pointing for Yang to look up Yang then looks up and speaks as she does.

" Blake, did you hear that? What should we do? Ruby then at the same tims could be seen and heard falling right towards them.

" Heads uuuuuuuup!Just as she's about to hit the ground panicking, grim bursts from the shadows and catches her just as Jaune comes flying through the air and crashes into a tree to the left of where Blake and Yang are standing. Ruby is dazed by the rough landing as evidenced by the cutesy Beowolves and stars circling her head.

" Oohhhh... What was that? the dizziness passes when she shakes her head making Grim smile before coughing making Ruby look up to see that she was in grims arms.

" I leave for half and hour and here you go getting yourself in trouble. Ruby didn't say anything at first choosing instead to steady herself before standing and smiling. Blake then looked from grim and ruby on the ground, to looking at jaune in the tree.

"Did your sister just fall from the sky? Yang opened her mouth to respond.

" I...Before she can continue, several crashing noises are heard in the forest ahead of them, and an Ursa comes out, claws swiping, just as a pink blast of energy hits it in the back and it crashes to the ground, depositing its rider.

" YEEEE-HAAAAW! Nora then can be seen as she rolls off of the creature's back, then gets up and groans, saddened that its dead.

" Awwww... It's broken. She dashes onto its neck and observes the carcass as Ren comes up behind her panting and leaning on the Grimm.

"Nora! Please... Don't ever do that again. He looks up again and notices by the pink dotted outline of where his partner should be that Nora has run off again, and looks around frantically Nora then appears now in the Temple, staring at a golden rook relic. As nora suddenly grabs it, an animation of stars and her hammer symbol playing in the pink background as she dances and sings with the chess piece appears.

"I'm queen of the castle! I'm queen of the castle!Ren seeing his energetic partner getting out of hand shouted out her name.

"Nora!Nora then stops dancing with the rook on her head, then salutes, dropping the relic into her hand.

"Coming, Ren! Nora then skips off to her friend as Blake looks at her with disbelief.

"Did that girl just ride in on an Ursa?Yang goes to speak again but once again she only gets out an I...before She is interrupted once more as a screech is heard from their right, and Pyrrha Nikos comes onto the scene as the scorpion creature uproots entire trees in its chase after her? Pyrrha narrowly dodges its giant claws and keeps on seeing jaune in the tree called out his name.

"Jaune!Jaune seeing Pyrrha waves to her.

"Pyrrha! As ruby watches this she suddenly realizes she's by her sister and turns around as yang called her name.

" Ruby!Ruby being excited to be reunited called out yangs name.

"Yang! Before she raises her arms to give her sister a wanting to be part of the game said her own name.

"Nora!" she then comes between the two and knocks them off-balance in surprise. The scorpion Grimm continues to follow Pyrrha as she runs surprising Blake.

"Did she just run all the way here with a Death Stalker on her tail?Yang however doesn't answer as she keeps getting angrier with all the interruptions until she growls and erupts in a small burst of fire, her eyes flashing red.

"I can't take it anymore! Can everyone just chill out for two-seconds before something crazy happens again! After two-seconds of Yang cooling down, Ren running over to a ditzy Nora, and Blake and Ruby looking up.

" Umm... Yang? Ruby tugs on her sister's sleeve and points up above, where Weiss is revealed to be hanging on a talon the size of her entire body that belongs to a gigantic Nevermore. Weiss begins calling down to Ruby in anger.

"How could you leave me?!Ruby rolls her eyes and begins shouting up at Weiss

"I said jump!Blake kept a solid expressionless face as she looked up .

"She's gonna fall. Ruby rolled her eyes and shook her head.

" She'll be fine. Ren also had a blank face as he saw Weiss looses her grip.

"She's falling. In response , grim spread his wings and caught her high up in the air but as he did, he quickly sensed a presence flying towards him and, knowing that it was bigger and stronger then a nevermore he knew he would have to drop Weiss before it grabbed him.

" weiss forgive me for this one of them will catch you. Weiss looked at grim in shock and before she could say anything grim dropped her allowing everyone to see a gaint scaly claw grab grim out of the air and take him away making some gasp in shock or anger. Jaune however is finally out of the tree, panting until he looks up and grins at the sight of Weiss falling through the air, giving him the opportunity to jump off the branch with arms outstretched and catch her in a slowed-down then smiles at Weiss happy that he caught her.

" Just... dropping in?Weiss is speechless not because of joy but because of the still impending fall and Jaune soon realizes why when they both look down.

" Oh, God. They then hang on to each other wide-eyed as their moment of suspension ends, their weapons flying behind them.

" Oh, noooooooo- Oomph!Jaune does a face plant into the dirt, limbs splayed out, and serves as the perfect landing spot for Weiss as she falls into a seated position on his then mockingly thanks jaune by saying My hero in an exaggerated tone. Jaune however is groaning as his body and back took the full force of the impact.

" My back...The Death Stalker is still hunting Pyrrha, but she manages to land on her side at the feet of the heroes. Yang fake smiled but looked around with a thrill in her eye.

" Great! Now we can all die! Ruby being angry by grims kidnaping didn't want to give up.

" Not if I can help it! Then ruby then screams a battle cry and rushes towards the Grimm making yang worry.

" Ruby, wait!Ruby, still screaming, fires Crescent Rose and charges at the oncoming Death Stalker. When the two meet, the Grimm swipes Ruby away and she is knocked back ,getting up slowly she speaks with false confidence

"D-Do-Don't worry! Totally fine!Ruby then turns back to the monster and shoots it in the skull, running away from it and sheathing her scythe as the Death Stalker now goes after seeing this runs forward wanting to help her sister.

" Ruby!Ruby rushes towards Yang, but the Nevermore caws above them, flapping its wings and releasing lines of sharpened feathers with points that catch on Ruby's cape and prevent Yang from reaching her.

" Ruby, get out of there! Ruby begins struggling with the cloak

" I'm trying!The Death Stalker approaches, raising its golden stinger above a scared Ruby and heading down on the helpless girl.

Yang begins reaching out in vain unable to help her sister.

"Ruby!A white blur races past Yang and reaches the stinger just as it's about to pierce her, cutting the scene to black.

" You are so childish!Ruby opens her eyes to the sight of the stinger encased in ice and lowers her arms from their futile position over her head as she stares at her savior.

"Weiss...?Weiss then continues to berate Ruby as she removes Myrtenaster from the ice.

"And dim-witted, and hyperactive, and don't even get me started on you're fighting style. And I suppose I can be a bit... difficult... but if we're going to do this, we're going to have to do this together. So if you quit trying to show off, I'll be... nice. Ruby frowned at this and put her hands at her side.

"I'm not trying to show off. I want you to know I can do this. Weiss smiles a bit and nods at ruby.

"Your fine. Ruby breathes a sigh of relief, then closes her eyes and clasps her hands as she gratefully whispers.

" Normal knees... she then gets up and stares at the Death Stalker as it struggles to escape with its tail trapped in the ice when yang rushes up to Ruby and gives her a hug which Ruby grunts at upon receiving.

"So happy you're okay! the two stare at each other for a moment, then look up at the Nevermore still flying overhead and roaring Jaune seeing all of this begins to panic.

" Guys? That thing's circling back! And grim got taken What are we gonna do? Weiss rolls her eyes at this and puts her weapon away.

" Look, there's no sense in dilly-dallying. Our objective is right in front of us. The group of heroes then stare at the relics and the ones without one would soon grab their own relics.

Ruby nods at this and puts her scythe on her back as a gun.

" She's right. Our mission is to grab an artifact and make it back to the Cliffs grim can handle himself I have faith in 's no point in fighting these things. Jaune smiled at this and looked around.

"Run and live — that's an idea I can get behind! Ruby goes over and grabs a gold knight and Jaune takes hold of a gold rook, both smiling at each other. The Death Stalker continues to fight its bonds, cracking the ice a little in the process ren looks displeased at the nightstalker and backs up a bit.

" its Time we left!Ruby nods at this and waves at the others before beginning to walk "Right Let's go! the others begin walking forward with everyone following except for a smiling Yang and Blake as the latter approaches her partner

"What is it? As Blake looked at Yang she saw that yang was staring proudly at Ruby as she leaps on a boulder and motions the group onward.

"Nothing... she moves on as Blake smiles in realization and leaves as everyone else does the same . Meanwhile grim had been taken to a cave by an ancient grim known as the godzilla which was a dragon like grim with white scales as its main coloration and black on other parts of its body. As grim landed he heard a ghostly laughter fill the air. As grim looked around he slowly spotted the dragon with a shadowy figure standing looking at him near it .

" Hello my grandest sire. Grim narrowed his eyes at this and glared at his first ancestor.

" You arn't really free your just spying since you need my blood for that. The shadow man laughed at this and spoke with amusement in his voice.

" Oh you are so much like me alone smart ruthless,but my dear boy I need you for much more then that you shall be helping me destroy those petty Faunus and enslave those weak little humans. Grim growled at this as he put his hood down and took off his mask as he glared at his ancestor.

" i will do no such thing you old relic. the man laughed at this as he caressed the godzillas head and grinned at grim.

" Oh so I therist the destroyer have become a relic eh well boy I wont be a relic for much longer I know who you are, where you are, who your friends are one day you will be mine. Grim scoffed at this and put his mask back on before, he flew out of the cave quickly making therist chuckle.

" In greek my name means reaper rather fitting with what I do wouldn't you agree my pet. The godzilla mewled in response and therist smiled before waving his hand.

" Now go after him and take him to cinder fall or roman torchwick but first make him watch as you kill his friends. The dragon roared in agreement before taking off in the direction it last saw grims friends. Therist then hummed for a moment before turning around.

" Hello nocturne how have you been since I tried to have ebon take your son as a baby. Red eyes shined into veiw as nocturne glared at therist.

" You will not get my son therist we of the reaper line swore to oppose you. Therist snorted at this and grinned at nocturne.

" oh but remember nocty you're the only one left i had already planned this all out when i learned of how to escape, you are the only one left of my family bloodline to oppose me my brothers family was destroyed by the fall bloodline although, that didn't stop those Faunus from being made those petty cousins of our race,but case in point my boy this is a game of chess and i have a full set of pawns all you have is yourself. nocturne shook his head at this and shot through therist with his scythe which had a shotgun attachment on it.

" I still have friends you monster we will stop you. Therist chuckled at this and shook his head.

" And who are they to stop me but old fools, qrows a teacher , ones dead, ones missing, and the other is a busy father who wants to be no where near you since you didn't save summer. Nocturne winced at this and glared at therist.

" Ozpin will help me he has always helped me. Therist frowned inwardly and then narrowed his eyes at nocturne.

" Try all you like you brat I'm going now goodbye nocturne. As therists hologram like form faded from this dimension nocturne looked outside of the cave in grims direction.

" Be safe grim , I will keep an eye on you.

Meanwhile a glance of the forest was showing that the group is heading out of the forest and into another abandoned series of structures as the Nevermore follows them from the air. They spread out when it passes above, concealing themselves behind some of the stone blocks with their allies as it perches on a high column and looks annoyed at the nevermore's appearance.

"Well, that's great!Jaune then looks behind them and looks right at the Death Stalker bursting onto the scene.

"Ah, man, run! The group emerges from they're hiding spots and causing the Nevermore to rise up into the thought for a moment before gesturing to his partner.

"Nora, distract it!Nora then nods and obliges, running out from her block and jumping through the feather projectiles before reaching behind her and launching several heart-topped shells from her grenade launcher, bursting into pink electricity when they hit the Nevermore, and causing it to retreat. She is unaware of the Death Stalker rushing up behind her until Blake and Ren perform a cross-slash with their Gambol Shroud and StormFlower against its shell. Weiss lands next to Nora so she can create a jumping platform beneath them and leap to safety while Blake and Ren are now being thinking of a distraction and signals for jaune to keep running as she stops running beside Jaune and gets Pyrrha out Miló, firing red shots along Ren's green blasts for a second until it reaches them and tries to swipe, prompting the group to run againThe eight then race over the ancient stone bridge, not noticing the Nevermore closing in on them until it uses its giant wings to shatter the path right in the middle, forcing Ruby, Weiss, Yang, Nora, and Jaune closer to the central collection of columns and Blake, Ren, and Pyrrha on the other side with the Death Stalker. Ruby fires at the retreating Nevermore while Blake is beaten back by the nightstalker . Jaune coming to the edge of the break in the bridge sees the fight and panics.

"Man, we gotta get over there! They need help!Nora is also running up beside him and nods.

" Let's do this!Jaune looks down at the misty abyss in fear.

" Yeah, but, uh... I can't make that. Nora smiles diabolically at him, laughing as she knocks him back, turns her weapon to its full-length hammer form, and jumps to the edge of the seeing what she's about to do panics.

"Oh, wait!" jaune however is too late, as she slams the hammer into the bridge and throws Jaune to the other side, constantly screaming no.

" No, no, no, no, no, no! Nora places one foot on the hammer and fires it off the collapsing section of bridge, launching her to slam its face right in the center of the Death Stalker's skull. She fires it just as the stinger comes down to get her, and blasts back again to avoid its reach, accidentally knocking into Blake and making her fall from the edge. She sees the Nevermore above her and launches her whip so the gun's blade sinks into the edge of the bridge, circling around and leaping onto the aerial Grimm's back. She dashes all over its body, slashing the entire time, before jumping off and landing on the ruined platform at the top of the columns next to Ruby, then going over to Yang and glared at the nevermore that hadn't been hurt yet.

" It's tougher than it looks! Yang grins as she begins readying her Ember Celica.

" Then let's hit it with everything we got!The Nevermore then began approaching again as, Ruby, Blake, Weiss, and Yang set their weapons to fire a barrage of blasts at the bird, which it either dodges or takes harmlessly until it crashes through the columns and platform. The girls leap from one section of falling stone to the next until they reach the higher bridge on top, just below the stomped her foot in frustration.

"None of this is working!Ruby after watching Blake whip over to another section of the area and Yang firing round after flaming round at the Grimm speaks up.

" Girls I have a plan! Cover me! She then blasts away as Weiss raises her blade and heads into the below, the Death Stalker is still battling Jaune, Ren, Nora, and looked around and noticed they were stuck in a position gave an order.

"We gotta move! They then all rush towards The Death Stalker as it aims a claw at Pyrrha, but she deflects it with her Akoúo shield and slashes it with her blade. The scorpion recoils and swipes at her with its other claw, but Jaune is there to deflect it with his shield, knocking it back so Pyrrha can leap over and attack its face. Ren runs up firing and gets on the stinger when it tries to hit him, shooting at the base between it and the tail while Nora fires more grenades at the attacking claws. Pyrrha hurls her javelin straight into one of the monster's ten eyes, making it throw Ren to the side as nora watches him go with a look of worry.

" Ren!

Ren hits the side of a stone block hard and falls to the ground, not getting back up. Jaune, though, manages to stand and notice the stinger is hanging then gestures to Pyrrha and points to the weak spot.

"Pyrrha!"Pyrrha nods before aiming her shield.

" Done!She then raises the shield and hurls it like a discus, slicing the stinger off and causing it to fall into the Death Stalker's head as Pyrrha retrieves her rebounding shield. Jaune then desperately looks at nora seeing a chance to defeat the nightstalker.

"Nora, nail it!Nora grins and nods before thinking of what she was going to do.

"Heads up! she then jumps on Akoúo, Pyrrha leaps as Nora aims her blast down to give herself a maximum lift, and she smiles the entire way up before twirling down until her hammer slams its head into the stinger, driving the point through the Death Stalker's head and crushing the bridge beneath and Pyrrha bound over the monster to the land behind it, and Nora fires up and away behind them as the monster falls to its doom. Jaune hits the ground on his back, Nora lands on her bottom, Pyrrha manages a crouched pose, and Ren simply walks over to them, panting and groaning until he just collapses. The other three get up and watch as the Nevermore is peppered with bullets as yang is still burning through her ammo on the beast, landing a blow at its face and causing it to head right towards her, but she leaps for its open maw and forces the beak wide as she then begins screaming and firing a round with each syllable.

" I! Hope! You're!Hung!— ...-gry! She then looks behind her and jumps back from its mouth onto a ruin, causing the creature to crash into the cliffs however Despite Yang's attempts, the Nevermore recovers quickly, and Yang smiles as she spots Ruby and Blake on the broken columns with Weiss rushing to the battle. Yang passes her while the Nevermore starts to fly back up, but Weiss hops over to the ruin it's lifting off of and freezes the tip of its feathery tail to the ground, leaving it stuck in the same spot despite it's flapping. Weiss back-flips into a snowflake-circle jump and lands on the other side, Blake running to the right fires the pistol portion of Gambol Shroud over to Yang, and the two tighten it between the columns so Ruby can jump on the center with Crescent Rose and bend it back into Weiss' black sigil, right next to the caster. Weiss rolled her eyes as she set up ruby's plan.

" Of course you would come up with this. Ruby smiles at Weiss and glances at her.

"You can make the shot? Weiss seems confident and asks ruby with pride.

" Hmm! Can I!A second passes, before Ruby smirks and replies again

"Can't?Weiss rolled her eyes and smirked back at ruby.

" Of course I can!Ruby looks forward and pumps Crescent Rose as Weiss turns the circle from black to red and releases Ruby at such a speed that the ground behind her launch cracks, rose petals flying from her ascent. With each new shot, she gets closer and closer to the trapped Grimm until her scythe catches the Nevermore's neck in its blade and causes them both to fall to the cliff wall. Weiss raises her sword and creates a series of white circles up the wall, which Ruby dashes through by firing the entire way , Blake, and an exhausted Weiss watch her climb up with the bird in her grasp until, both warrior and monster crying out, Ruby reaches the top of the cliff, circles up, fires one last shot, and rends the Nevermore's head from its shoulders in a shower of lands beside the severed head as the body of the giant Nevermore falls lifeless to the ruins and crevice below while the girls and, farther away, Jaune, Pyrrha, Nora, and Ren watch in amazement.

" Wow...Ruby, her cape and petals flowing with the wind, looks down to her friends as they peer at her, yang looks surprised up at ruby but smiles.

" Well... That was a thing! however before anything else could be said or done the godzilla roared above them and could be seen in the air above them with fire in its maw. both groups sat in shock and awe unable to move even as the godzilla breathed out its fire sending a wave of fire at them all. however before it could reach them grim launched himself in a similar way to ruby with his shadows, and flew towards the grimm with shadows covering both his scythe and sickle as he cut through and dispersed the fire until he chopped the godzillas head right off causing its remains to float for a second before falling behind a turning grim and into the abyss. grim then smiles at them all as he puts his sickle once again back on his scythe.

" hey you guys had fun without me no fair. Ruby then continues to smile as the scene changes to the beacon auditorium where the faint sounds of an audience clapping are heard, growing louder and louder as the familiar voice of ozpin is soon heard.

" Russel Thrush. Cardin Winchester. Dove Bronzewing. Sky Lark. The four of you retrieved the black bishop pieces. From this day forward, you will work together as Team CRDL, led by... Cardin Winchester!The audience gives one more wave of ovation, while four students walk up to the stage to take their places in front of the headmaster as their faces fill the screen.

"Jaune Arc. Lie Ren. Pyrrha Nikos. Nora Valkyrie. The four of you retrieved the white rook pieces. From this day forward, you will work together as Team JNPR. Amid the clapping, Nora laughs and gives Ren a hug before ozpin speaks again.

" Led by... Jaune Arc! Jaune looks surprised by this and shakes his head.

"Huh? L-Led by...?Ozpin smiles at this and nods.

" Congratulations, young man.A grinning Pyrrha offers a friendly shoulder bump to Jaune, but her 'fine leader" is knocked over and falls to his butt in front of the laughing audience.

" And finally Blake Belladonna. Ruby Rose. Weiss Schnee. Yang Xiao Long. The four of you retrieved the white knight pieces. From this day forward, you will work together as Team RWBY. Led by... Ruby Rose! Weiss looks to her right surprised, where Ruby is obviously in shock as Yang goes over to hug her sister.

"I'm so proud of you! Ozpin then gestures for grim to stand.

" And for the grim reaper I award you with the rank of elite , you may have your own private room and you shall be able to help any team along with selecting any team to go on missions of your own choosing. The room then once again fills with cheers as grim stands next to a smiling ruby,and amid the last round of these cheers ozpin speaks again.

" It looks like things are shaping up to be an... interesting year. Meanwhile the open sky and the scattering crescent moon amid the day's slowly lowering sun can be seen before going into night however a window in a certain building could be looked through which would be providing a view to the outside for a shadowy room filled with shelves and a desk in the back, where Roman Torchwick is getting a call on his phone. The muffled conversation ends, and Roman angrily slams the phone down, sighing. He holds a cigar to his mouth and puts his symbolized lighter to the end, just as a man in a gray mask and black hood comes with a trolley. Roman holds out a collection of Lien, which he places on the table and the man takes.

" Open it. The masked man does so with a crowbar, revealing a large amount of Dust crystals of varying colors — orange, blue, white, red, green, cyan, gold, yellow, and more. Roman picks up a blue gem in his hand and looks at the loot.

" We're gonna need more men.

Roman then looks on the map above the desk, showing Vale and various districts and areas of crossed-out locations, all leading into a specially circled place - Beacon before heading out of the room. Somewhere else, cinder could be seen going through her fathers office for help in her plans when she found an obsidian mirror seeing this she spoke up with interest.

" What is this. As she spoke the mirror swirled and therist's face showed.

" Finally I've been waiting for you cinder fall. Cinders eyebrows rose at this.

" You know me? Therist chuckled and nodded.

" Your father worked for me just like you will if you want. Now sit down I have an offer for you. As these two villains planned together the group of rwby and jnpr were outside grims room wondering who was going to ask him when grim suddenly appeared behind them in normal clothes, which consists of his grey shirt and jeans.

" Hello everyone. Both teams jumped back at this andd grim chuckled as he walked past them and welcomed them to his room.

" Get comfortable this story of mine is long.


	6. Grim education

After grim had told his story both teams looked at him with respect and theyl went to sleep much later each one thinking of the morning, Weiss could be found sleeping soundly in her bed. but soon Her eyes fluttered open and she stretched her arms above herself,yawning, while Ruby , dressed in her strangely-colored school uniform, creeps up on her side and suddenly blows a whistle in her ear, causing Weiss to fall off the bed.

"Good morning, team RWBY!weiss grunts from the floor in protest as she shakes off the fall.

"What in the world is wrong with you? ruby smiled at this and ignored the question as grim entered the room.

"Now that you're awake and grim is here to help, we can officially begin our first order of business. weiss smiled at grim but frowned as she dusted her self off before getting up.

"Excuse me?Yang chuckles before lifting up a collection of objects - pillows, pamphlefts, a candle-holder - in her arms.

" were going to be Decorating! Weiss looked around in surprise at this.

"What?!

Blake kept a blank face as she lifted her suitcase.

"We still have to unpack. however blakes, suitcase opens, spilling its contents

"Aaaand clean. weiss does not look enthusiastic, especially when Ruby knocks her back again with the blow of her whistle.

"Aaaalright! Weiss, Blake, Yang, and their fearless leader Ruby have begun their first mission Banzai!

blake and yang do the same and then they turn at an angle as Weiss lays on the floor as they places a poster of six guys in various poses named the acheive men on her part of the room. Weiss positions the painting of the Forever Fallforest to perfection and walks away. Blake is busy putting away her books on the shelves, picking up a copy of Ninjas of Love and widening her eyes as she warily looks around and locks eyes with grim whos smirking at her causing her to blush before putting it back. Ruby positions Crescent Rose at an exact angle against the curtains so she can perfectly slash a diagonal portion off. the redecorating soon ended with the girls admiring their handiwork... with one problem. The beds are cramped together in the center of the floor. grim chuckled at this as he watched the whole thing and clapped.

" good teamwork in decorating girls but what shall you do with the beds. weiss smiled at grims compliment but glared at the beds .

"This isn't going to work. Blake nodded in agreement and her bow twitched as she looked around

"It is a bit crowded. Yang sighed at this and shrugged as she looked for a better way to organize things.

"Maybe we should ditch some of our stuff...Ruby shrugged at this before suddenly jumping up and shouting out a new idea with excitement in her voice.

"Or we could ditch the beds... and replace them with bunk beds!Weiss narrowed her eyes at this and put her hands on her hips

"Umm, that sounds incredibly dangeroud. Yang grinned at this and fist pumped as she was filled with energy

"And super-awesome! blake nodded in agreement as she looked around with her hand on her chin.

"It does seem efficient. Weiss huffed at this and crossed her arms as she looked around the room.

"Well, we should put it to a vote! ruby shrugged at this and smiled lightly at weiss.

"I think we just did. Blake thumbs up the idea, Yang makes a double-rocker gesture, and Weiss angrily curls her fists at her side. Decided, they rush at the beds, as grim watchs with amusement in his eyes as the sounds of jackhammering and sawing are heard until they gather back at the front of the then jumps for joy as she sees that their done.

"Objective: Complete! as grim looked around the room he admired the beds. Weiss' bed is simply on the ground next to her art and luggage, Blake's bed is next to her books, which are used to raise Yang's bed over it by placing the novels on the posts, and Ruby's is hanging from ropes on the ceiling with a blanket used as a tent over it.

"Allllright! Our second order of business iiiiiiiis...! ruby then lands on her bed and a book lands in her lap as she reads it

"Classes...Now, we have a few classes together today. At 9, we've got to be-"

weiss however interupted with panic in her voice. "What?! Did you say 9 o'clock? ruby looked confused at this and tilted her head

"Uuuum... weiss scowled and threw her arms up in the air in annoyance.

"It's 8:55, you dunce! Weiss then quickly gets up and is the first rushing out of the room and down the hall, the members of RWBY and JNPR peeking out from their doorways to look at her go.

Ruby looks at this flabbergasted until she decides to run

" lets get to class! Ruby keeps her speed as she runs runs out, followed by Yang, and Blake and grim who grins as he walks knowing he could quickley be in class Jaune is surprised at this and he begins to panic as well seeing the time.

"Class...? Jaune then loses his balance and ends up toppling Nora Valkyrie, Pyrrha Nikos, and Lie Ren on top of him. He manages to get out from under them and start freaks out at this and shouts.

"We're gonna be late! grim chuckled at this as he wrapped his shadows around his teamates and jaunes team.

" hang on boys and girls air grim is lifting off. both teams looked nervous at this but did as he said as he flew forward with shadow wings.

In the courtyard, Professor Ozpin and Glynda Goodwitch watch as the two teams were carried by a flying grim as he hurried through the school. Glynda looks at her watch, and Ozpin simply sips his coffee before saying something.

" theyll make it dont worry.

as ports class had begun, both teams did indeed make it and were taking their seats as port began speaking.

"Monsters! Deeeemons... Prowlers of the night! Yes, the creatures of Grimm have many names, but I merely refer to them as prey! Ha-ha!The members of RWBY, seated on the front row, are in varying stages of interest; Blake and Yang are sitting up and paying attention, Weiss is taking notes as is grim, and Ruby has her head propped in her hand as she takes a quick nap until she is woken back up by Port's bad joke, which receives a cricket-filled silence as a result.

"Uhhhh... And you shall too, upon graduating from this prestigious academy! Now, as I was saying: Vale, as well as the other three kingdoms, are safe havens in an otherwise treacherous world! Our planet is absolutely teeming with creatures that would love nothing more than to tear you to pieces! And that's where we come in. Huntsmen! Huntressess Individuals who have sworn to protect those who cannot protect themselves! From what, you ask? Why, the very world! a random student raised his fist at this and agreed a bit to much.

"Ayyyy-yep! the student then stands like this for a moment as everyone looks at him strangely before sitting down, embarrassed but,port however shakes this off and keeps talking.

"That is what you are training to become. But first: A story. A tale of a young, handsome man.. Me! When I was a boy...

however His words fade into the background and a series of "blah"s is heard by many students when Weiss notices Ruby is very focused on penciling the paper in front of her while port kept talking.

"...Despite smelling of cabbages, my grandfather was a wise man. 'Peter', he told me...The speech evolves into more "blah"s as Ruby snickers at her creation and shows it to her teammates: A general ball-with-limbs-and-a-head drawing of the teacher with stink lines coming from him and "Professor Poop written underneath. Blake and Yang are heard laughing while grim chuckles, but Weiss looks annoyed.

port hearing this noise turns to them and coughs to show he heard them.

"Ah-heh-hem! port then waits until he has their attention again before speaking.

"In the end, the Beowolf was no match for my sheer tenacity, and I returned to my village with the beast in captivity and my head held high, celebrated as a hero!The teacher takes a bow as Weiss slowly gets more and more frustrated with Ruby's actions. port however ignores them and keeps talking.

"The moral of this story? A true Huntsman must be honorable!"Ruby then being bored is balancing an apple on a book with her pencil held only by her finger while making a silly face causing grim to smile as weiss was getting angry at ruby while ports speech went on.

"A true Huntsman must be dependable!" as grim looked down he noticted ruby had fallen asleep again in the first class of the year as port continues to talk making him smile as weiss snorted in arrogance.

"A true Huntsman must be strategic, well-educated, and wise! weiss then soon began looking around again and saw something that frustrated her and that something, was ruby awake and not even trying to hide that she was picking her nose as Port then walked around and looked around the room before speaking again.

"So, who among you believes themselves to be the embodiment of these traits?Weiss still mad and ready to prove herself, raises her hand.

"I do, sir! Port smiled at weiss and stepped backwards at this as he clapped his hands in joy.

" very good Well, then, let's find out if thats true!

port then turns to gesture at the glowing red eyes surrounded by shadow shaking the cage that traps it

"Step forward, and face your opponent! The unknown monster continues to growl as the shadows are lifted a bit showing the monsters tusks. Yang cheers weiss on by raising her fist in the air and shouting.

"Goooo, Weiss! Blake cheers by waving a small flag saying RWBY on it and wishing her luck.

"Fight well! Ruby nods in response and shouts out with joy.

"Yeah, represent teeeeam RWBY! Weiss gets distracted by this lowering her sword and looking over at her leader in annoyance

"Ruby! I'm trying to focus! Ruby stutters at this looking sheepish.

"Oh, um... Sorry... Port then seeing weiss ready gets ready to free the beast as he stands next to the cage, pulling out his axe.

"Let the match... begin! The professor then swings down and breaks the lock, dropping the cage door and revealing the Boarbatusk inside, which immediately charges at Weiss. She uses Myrtenaster to deflect its attack and roll to the side, readying herself for its next move. The Grimm stands a distance away from its enemy, studying her while port chuckles.

"Ha-ha! i dont think you were expecting that, were you. Ruby being a good leader and friend shouts out encouragement to help weiss.

"Hang in there, Weiss! Weiss is now speeding towards the oncoming Boarbatusk, sticking her blade straight at its skull until they meet and Myrtenaster is trapped in the beast's tusks. Weiss is still hanging on to the hilt, and is tossed around as she struggles to get the rapier back. port rubs his chin as he watchs this and smiles.

"Bold, new approach. I like it! ruby kept her cheering up knowing weiss could win .

"Come on, Weiss, show it who's boss! Weiss turns to glare at Ruby, only for the Boarbatusk to turn its head and rip the sword from her grip. Myrtenaster lands far away from its master, who is knocked back by the creature's tusks. port chuckles at this in surprise and claps his hands.

"Oh-ho! Now what will you do without your weapon? Weiss looks up just in time to see the Boarbatusk to charge again, rolling out of the way just in time to avoid getting trampled and make it crash into a desk. Weiss rushes at her sword and slides to get it back in her hand. Ruby seeing weiss having trouble shouts out advice.

"Weiss! Go for its belly! There's no armor underneath- Weiss however stops ruby as she turned to her.

"Stop telling me what to do! Ruby looks hurt at Weiss' rebuttal while, the Boarbatusk leaps into the air and rolls into a ball, spinning rapidly in the air and landing on the ground, consistently gaining speed until it launches itself at Weiss. It comes closer and closer, but Weiss activates one of her blue-white circles and blocks the roll, leaping up into the now-black snowflake symbol and turning it blue again so she can drive the blade into the Boarbatusk's stomach. It squeals and falls silent while Weiss gasps in relief. port smiled at this and slowly clapped his hands.

"Bravo! Bra-vo! It appears we are indeed in the presence of a true Huntress-in-training! as port praises her,Weiss stands up at attention from her exhausted position and Ruby continues to frown.

"I'm afraid that's all the time we have for today. Be sure to cover the assigned readings, and... stay vigilant! Class dismissed! Weiss glares and turns away, walking hurriedly to the exit past her teammates. Jaune was watching her leave and looked at the others.

"Sheesh, what's with her? The remaining members of team RWBY look at each other with the same question and grim rubs his chin in thought.

in a few minutes they all began to leave class while Weiss is still storming off, but Ruby turns a corner and manages to catch up with her.

"Weiss! Weiss turned around at the sound of her name to see ruby.

"What? Ruby looked into weiss's eyes with concern.

"What's wrong with you? Why are you being-? Weiss scowled at this and put her hands on her hips as she glared at ruby.

"What's wrong with me? What's wrong with you? You're supposed to be a leader, and all you've been so far is a nuisance! Ruby scoffs at this and shakes her head.

"What did I do? Weiss glared deeper at ruby as her voice rose in volume.

"That's just it - you've done nothing to earn your position! Back in the forest, you acted like a child, and you've only continued to do so! Ruby looks with confusion at weiss and shakes her head.

"Weiss, where is this coming from? What happened to all the talk about 'working together'? I thought you believed in acting as a glared at this and crossed her arms.

"Not a team led by you. I've studied and trained. And quite frankly, I deserve better. weiss then turns her back to Ruby, trying to reach out but dropping her hand with the following words that weiss says.

"Ozpin made a mistake. as weiss walks away Ruby looks dejected in response until a cough is heard and ruby turned to see ozpin with his cane and coffee and grim behind her.

"Hmm... Now that didn't seem to go very good. Ruby began looking doubtful, even on the verge of tears making grim look at her with sorrow.

"Is she right? Did you make a mistake? Before ozpin could anwser, grim spoke up first with a frown.

" of course not ruby shes just frustrated today your a great leader from what i could see yesterday you did great i have confidence in you as do the others and so does ozpin, ill leave you to ask him your self though. grim then hugged a startled ruby and kissed her forehead before going down the hall. ruby looks up at ozpin after this and whipes her eyes.

" do you think he's right. ozpin shakes his head at this and begins laughing slightly.

" while it remains to be seen i agree with grims words you are a fine leader theres no reason to have doubt. Ruby looks at ozpin with confusion.

"What do you mean? ozpin chuckles as he leans down and puts a hand on rubys shoulder.

"I mean, it's only been one day. Ruby... I've made more mistakes than any man, woman, and child on this planet. But at this moment, I would not consider your appointment to leader to be one of them. ozpin then leans in so he can look more directly at Ruby and into her eyes.

"Do you know, Being a team leader isn't just a title you carry into battle, but a badge you wear constantly. If you're not always performing at your absolute best, then wha reason do you give others to follow you?Ruby looks thoughtfuly with Ozpin's and grims words, then smiles at ozpin.. meanwhile at around the start of ruby and ozpins conversation, Weiss is still walking around the halls until she comes across a balcony where Professor Port is watching the sunset over Beacon Academy's rooftops. Weiss seeing port alone walked towards him approaching him.

"Professor Port! port hearing her voice turned to look at her.

"Ah, Miss Schnee! And to what do I owe this fine pleasure? Weiss doesnt really look up but does speak with real emotion.

"I... I enjoyed your lecture! Port chuckles light heartedly at this and nods.

"Of course you did, child; you have the blood of a true Huntress in begins smiling at this and looks up at him.

"You really think so? Port nods and looks in weiss's eyes.

"Most surely! port then notices Weiss's smile turn into small frown and the now new lack of eye contact.

"Hmm... Something's troubling you. Weiss nods at this and stammers.

"Yes, sir... Ports eyebrows rose in surprise at this and spoke with concern.

"Dear girl, confess to me your strife! Weiss once again stammers as her emotions well up.

"Well... I-I think I should have been the leader of team RWBY!" Port stays silent for a moment until he speaks again.

"That's preposterous! Weiss however begins to get angry at this.

"Excuse me?! Port nods at this as his eyebrows furrow.

"I've believed in Professor Ozpin for many years, and the man's never once led me astray! Weiss glared at this and stomped her foot in response.

"So you would just blindly accept his decision even after seeing how exceptional I am? Port snorts at this and shakes his head.

"With all due respect, your exceptional skill on the battlefield is matched only by your poor attitude. Weiss gets even angrier at this and shouts at port.

"How dare you! Port smiles lightly at this and shakes his head.

"My point exactly. I see a girl before me who has spent her entire life getting exactly what she wanted. Weiss responds by crossing her arms, looking defiant.

"That's not even remotely true! however under the teacher's gaze, she reluctantly relents.

"Well... not entirely true. port smiles lightly at this and continues to speak.

"So the outcome did not fall in your favor. Do you really believe that acting in such a manner would cause those in power to reconsider their decision? as Weiss finally calms down and looks at him again she realized how wrong she was as he kept speaking.

"So instead of fretting about what you don't have, savor what you do. Hone your skills, perfect every technique, and be not the best leader, but the best person you can be. Weiss smiles a little at the words of wisdom and turns around to see ruby coming towards her as Port is walking away from her and smiles a little at her partner. as both left to settle their differences, grim came out of the shadows of ozpins office and sat in front of him.

" so you wanted to talk to me grim. grim nodded at this and grimaced as he rubbed his temples.

" yes i have some things to tell and ask you. ozpin nodded at this and sipped his coffee before waving his hand for grim to continue. in response grim tossed the skull of the human grim onto ozpins desk showing that it was cleaned and skinned like a trophy.

" can you explain to me what this is. ozpins eyes widened and he dropped his coffee cup in shock as he stared at the skull.

" where did you get this. grim looked out the window of ozpins office at the sunset and sighed.

" i got it off of a grimm human that attacked. as ozpin heard this, already white skin turned a shade whiter as he paled.

" Then the legends are true and therist is trying to free himself. grim nodded at this as he pulled his hood over his head.

" it would appear so oz, i will stay on my guard but i know therist doesn't have human followers as far as i can tell anyway. ozpin sighed at this and his skin returned to his normal tone as he looked at grims back.

" that is good to hear what will you do for tonight. grim sighed at this and put his mask on before he summoned his scythe as he opened up a portal of shadows.

" I'm going to go train for the night. ozpin then nodded at this as he tapped his fingers together thinking.

" alright have a nice night grim. grim turned around and smiled at ozpin before falling backwards into the portal, going to the emerald forest, as grim left ozpin pushed a button on his desk and glynda quickly came into the room.

" whats wrong oz. ozpin sighed and smiled as he saw glynda bring in some coffee for him.

" therist is trying to come back, his grimm are looking for our reaper i want the teachers on high alert at all times double the patrols of our borders as well. glynda nodded at this as she left the room and ozpin opened his computer to talk to his close friends.

" it would appear that there is a king and a queen on the other side.. this is troublesome.

on the outside, The full moon shines over the green lights of Beacon, and in the room of team RWBY, the door opens and Weiss' shadow is seen against the hall's light. Blake is sleeping under the covers, Yang is spread out on her bed and snoring, and when Weiss lifts the blanket of Ruby's tent, she finds the occupant with her head resting on notes, a pencil in her hand, and open books all around her. Weiss, looking amazed at Ruby's determination, clears her throat and gently shakes the other girl awake, who takes a second to regain consciousness and start flailing in surprise.

"Weiss! I-I was studying, and then I fell asleep! I'm sorry...Weiss places a hand over Ruby's mouth and puts a finger to her own so Ruby understands the need for lowering her voice. Weiss looks near Ruby's pillow and spots an empty Beacon coffee mug as she began lowering her hand.

"How do you take your coffee? Ruby stammers at this confused.

"I... I don't... Weiss begins getting irritated at this and whispers in anger.

"Answer the question! ruby stammers once again but anwsers fast.

"Uhh, cream and five sugars! Weiss sighs at this and points at ruby.

"Don't move. she then ducks under to her own bed and comes up a moment later with a fresh cup, offering it to Ruby. ruby nods at this and takes the cup.

"Um... Thanks, Weiss. Weiss smiles, then looks apologetic.

"Ruby, I think you have what it takes to be a good leader. Ruby smiles appreciatively at this and sits waiting for weiss to finish.

"Just know that I am going to be the best teammate you'll ever have! the duo then share a smile and weiss wishes ruby luck.

"Good luck studying! weiss then ducks under, only to come up and point at one of Ruby's papers.

"That's wrong, by the way. weiss then ducks under again, and her voice comes from the doorway this time.

"Hey, Ruby?Ruby looked up in surprise at weiss and anwsers.

"Uh-huh?" Weiss stands in the door with her hand on the knob.

"I always wanted bunk beds as a kid. as weiss closes the door,grim could be seen on the window sill having come back from the forest. seeing that things are ok again grim smiles for his freinds and uses the shadows to get him to his room and into his bed.

" sleep well my friends may you all survive this oncoming nightmare. Grim then yawned and shut his eyes as he drifted off to sleep


	7. Grim truths

as grim woke up early in the morning, he quickly noticed that another weight was in his bed and threw his covers up in his bed to reveal a baby godzila looking at him in response, grim shouted in surprise before backing away and staring at the baby grimm.

" hello there little one why are you in my bed hmm. grims curiosity peaked as the baby grimm latched onto him and cuddled against his face.

" hmm i should bring you to Ozpin and see what he says about you little one. grim then carefully tucked the baby grim into his hair and put his cloak and hood on hiding the baby grimm dragon from sight as grim left his room to go to Ozpins office. in a few minutes, grim reached ozpins office and had entered slowly. as grim entered the office, he noticted Ozpin sipping his coffee and watching the sunrise.

" Mr. Ozpin we have a problem. Ozpin turned his chair around at this and looked at grim with surprise on his face.

" and what would that mean Mr reaper. grim hesitated for a second before pulling down his hood and showing Ozpin the godzilla. Ozpins eyebrow rose at this but other then that he merely sipped his coffee and watched grim before speaking.

" am i supposed to be surprised grim i know your bloodline allows you to control grimm a baby attaching itself to you is only a minor surprise on the account of how grimm usually act. grim seemed surprised at this and didn't do anything as the baby godzilla jumped off his head and onto Ozpins coffee cup before taking a drink making Ozpin chuckle as he picked the grimm up and handed him to grim.

" keep him in your room until hes grown enough and then well see if you can fly him and what else he can do hmm, does he have a name? grim shook his head no and put a hand on the babys head, petting him.

" hmm no not yet i think ill call him Ranma. Ozpin smiled at this and shook his head.

" ah a fitting name for a grim such as this well take care of Ranma Grim and hurry back to your room so you can be ready to watch the spar between jaune and cardin. grims eyes widened at this and he shadow travled to his room so he can hurry to get ready . some time later grim had gotten ranama settled and was now sitting in the auditorium finishing watching the fight that cardin and jaune had. Currently Cardin, was standing with his mace perched on his shoulder and Jaune opposite him with his sword drawn, leaning on his weapon as if exhausted, in the spotlight shining on the Beacon Academy auditorium stage.

as jaune looks at Cardin, cardin laughs at jaunes tiredness, and Jaune gathers his strength to charge forward and swing his blade at cardin only for him to jump out of the way. Jaune looks back, surprised, as Cardin's mace sends Jaune's shield - and himself - flying back. Now only armed with his sword, Jaune continued to try and attack, but is blocked by the mace's hilt. Their weapons locked, Cardin forces himself up, towering over a struggling Jaune.

"This is the part where you lose. Jaune growled at this and his eyes narrowed.

"Over my dead-!Jaune is cut short however as Cardin knees him in the gut, making Jaune drop his sword and fall to the ground in pain. Cardin raises his mace and is about to slam it down on a worried Jaune just when the buzzer rings however this didn't stop grim from shadow traveling in front of jaune and holding the mace at bay in a firm grip. the lights then came back on, and Glynda's voice caused cardin to stop completely.

"Cardin, that's enough! cardin sneers at grim as he relents pulling his mace back,and walks away as glynda comes onto the stage, tapping her tablet.

"Students, as you can see, Mr. Arc's Aura has now dropped into the red. In a tournament-styled duel, this would indicate that Jaune is no longer fit for battle, and that the official may call the match. while Jaune still lays on the floor in defeat, grim grimaces and Pyrrha looks sad, Glynda turns her head to look at the losing warrior as she pulls out a smaller tablet with his low, blinking stats and that of his entire team.

"Mr. Arc, it's been weeks now. Please try to refer to your Scroll during combat. Gauging your Aura will help you decide when it's appropriate to attack, or when it is better to move to a more... defensive strategy. We wouldn't want you to be gobbled up by a Beowolf, now, would we?Cardin sneers at this as he stares daggers at jaune.

"Speak for yourself... grim growls at this causing cardin to leave the room quickly while, Glynda talks to the sitting and standing students,such as Yang , punching the air in anticipation; Weiss , shaking her fists with an excited smile; and Ruby , shaking her entire body with enthusiastic energy while squealing softly.

"Remember, everyone, the Vytal Festival is only a few months away! It won't be long before students from the other kingdoms start arriving in Vale, so keep practicing! Those who choose to compete in the combat tournament will be representing all of Vale! The bell then rings, and students start leaving while Pyrrha continues to frown sadly. Jaune, still sitting on the floor, hangs his head in shame as grim suddenly picks him up.

" hey now buck up jauney boy its lunch time come on everyone go eat ill be there a little later. as they all leave, grim instead headed back to his room to see how ranma was.

after ten minutes both teams were eating together and listening to Nora as she tells an unbelievable story.

"So! There we were, in the middle of the forest at night. Ren chuckles at this and shakes his head.

"It was morning. Nora keeps talking ignoring ren for the moment as she keeps on with her tale.

"We were surrounded by Ursai... Ren interrupts again and shakes his head no while holding his coffee cup and taking a drink before speaking.

"They were Beowolves. nora nods at this before screaming out her response.

"Dozens of them! after this she stands on top of the table of both Team RWBY and JNPR, where Weiss is ignoring Nora and filing her nails, Ruby and Pyrrha are listening politely, and Jaune is messing with his food while ren answered back.

"Two of 'em.

Nora keeps talking telling her tale while, Ruby and Pyrrha now look at a distant Jaune with concern.

"But they were no match... And in the end, Ren and I took them down and made a boatload of Lien selling Ursa skin rugs! Ren sighs at this and shakes his head.

"She's been having this recurring dream for nearly a month. Pyrrha however is not paying attention to anyone else and is instead looking at her leader.

"Jaune? Are you okay?Jaune at the sound of pyrrahs voice, snapped out of it, turning back toward them.

"Huh? Oh, yeah! Why?

Ruby looked at him in concern and tilted her head.

"It's just that you seem a little...not okay...Jaune nervously looks around as the others stop their distractions and stare at him.

"Guys, I'm fine. Seriously! Look!he holds up a thumb while laughing nervously until his attention is focused on the members of Team CRDL, standing around a girl with brown rabbit ears jutting from her hair as Cardin laughs at her and Sky Lark holds up his hands to his head in a mock interpretation of her unusual features. Pyrrha scowls at this and grits her teeth.

"Jaune, Cardin's been picking on you since the first week of school!Jaunes eyes widened nervously and he chuckled.

"Who? Cardin Winchester? Nah... He just likes to mess around! You know, practical jokes! Ruby scoffed at that and crossed her arms as she to glared at cardin

"He's a bully.

Jaune scoffs at these words and shakes his head.

"Oh, please! Name onetime he's 'bullied' me. jaune however said the wrong thing as both teams then proceed to rub it in jaunes face at how much he was bullied by naming every time and starting with,Jaune is seen on the way to class as Cardin is going the other way down the hall. When the two pass, Cardin knocks his arm into Jaune and makes him drop his book, then continuing on his way with his hands out as if daring anyone to challenge him next,Jaune and Cardin are about to pass through a doorway, but Cardin clicks on Jaune's sheath and extends it into its shield form as he's going out, causing him to run into his own defense and have it block the exit. and the last incident occurred when Glynda was in the locker room with several students, gesturing at the devices.

"Each of you will be assigned one rocket-propelled locker to store your weapons and extra armor. Additionally, your locker can be sent to a location based on a six-digit this, Cardin looks at Jaune - standing between him and the only open locker in the room - and Cardin quickly pushes a shocked Jaune into the small dark space and closes the door on him, pressing random buttons on the pad right after that.

"What?! No, wait, wait! You've gotta get me out of here! Please! Don't! Don't! Don't do it! but It's too late to protest for the blonde when the locker scrunches down and launches up with a burst of blue fire coming from its base. Cardin watches with a smirk as the locker slowly soars across the sky.

"Ahhh, coooome oooooooon...!

The others are totally focused on jaune as he attempts to laugh it off as a joke.

"I didn't land far from the school! Pyrrha looked at him in concern and got closer to him.

"Jaune, you know if you ever need help, you can just ask. Nora then gets up from the table and presents her diabolical plan with a not-entirely-sane grin. "ooh We'll break his legs!Jaune shakes his head at this in a negative motion and speaks his mind.

"Guys, really, it's fine! Besides, it's not like he's only a jerk to me; he's a jerk to all of us. Jaune then looks over as the laughing grows louder, mixed in with cries of pain from the rabbit girl when one of her ears are tugged on by Cardin. fortunately for the rabbit faunus grim had heard everything that was going on and was now marching towards the cafiteria with the lights flickering as he gathered up shadows. when grim reached the cafiteria door he kicked it open and quickly made his way over to cardins table as almost everyone watched him and grabbed cardins wrist of the hand that was on the girls ear.

" hello cardin what are you doing to this poor girl. cardins eyes widened at this before he smirked and pulled his hand away.

" not much just making sure this animal knows what she is. grim made a noise similar to a growl and the room got darker as he glared at cardin before punching him faster then anyone could see straight in the nose sending him flying back into the wall. as grim did this, all of cardins teammates got up to help cardin but were both at the same time grabbed by their throats.

" and you three are just as guilty, suffer! grim then stretched his arms apart before bringing them together smashing them into each other and effectively knocking the three out. grim then tossed the two to the side and made his way over to a whimpering cardin who was rubbing his nose in pain.

" that was for being an asshole and going overboard on jaune. grim then backhanded cardin and followed it up by another punch with his right hand.

" and that was for hurting jaune and this girl. grim then picked up cardin with a growl and began to spin him around.

" and this is for being a racist bastard! grims spin then reached its climax and he threw cardin right into the garbage.

" you better watch your ass cardin if you hurt anyone again i will break your legs and your arms. grim then turned to the faunus girl behind him and looked her over.

" are you alright miss? the bunny faunus nodded with a blush on her face as she smiled at grim.

" y-yes thank you mister reaper. grim smiled back at this as he put his hood down, his mask going with it.

" its no problem if he bothers you again come get me the names grim although you already know that. the bunny faunus nodded at this and giggled as she hugged grim in thanks.

" thanks grim my names velvet have a good day and thanks again. grim smiled at this and waved to velvet who went to her own table, as he headed to his friends table.

as grim got to his friends he noticed Pyrrah looked at where grim threw cardin with a smile." cardin is Atrocious I can't stand people like him good job. Blake is also staring daggers at cardin as he was getting out of the garbage and let out her thoughts on the matter..

"She's not the only one i dont like cardin either good job grim..Yang shook her head at cardins stupidity and agreed with the others.

"It must be hard to be a Faunus with guys like that around although with you grim we can keep him in line. ruby nodded and looked at grim with happiness in her eyes.

" you are such a hero were so lucky to have met you thanks for coming to school with us. grim chuckled and thanked them for their kind words before getting his food and eating. meanwhile, jaune Having gotten up from the table to take up his tray, Jaune looks back at his friends and sighs to himself before moving on with his tray . He doesn't realize however that Cardin is watching his table and was watching him with a grin even if grim had just beat him up he was still going to hurt jaune . some time later all of the students were now in professor ooblecks class and Jaune was currently sleeping, with his head resting in his hands while a constantly-zooming and fast-talking Professor Oobleck is in the middle of his hyperactive lecture, educating Weiss , Blake , Pyrrha , Velvet, and a leaned-back Cardin directly behind Jaune.

"This is prior to the Faunus Rights Revolution, more popularly known as the Faunus War! he then zooms up to the front of the class and the map covered in papers behind his desk.

"Humankind was quite, quite adamant about centralizing Faunus population in Menagerie. oobleck then points at the map of said-area with his stick, then zooms off to the side for a sip of his coffee before appearing in front of the desk.

"Now! While this must feel like ancient history to many of you, it is imperative to remember that these are relatively recent events! Why, the repercussions of the uprising can still be seen to this day! oobleck then zooms around the classroom more, sipping his coffee again before continuing to zoom and talk.

"Now! Have any among you been subjugated or discriminated because of your Faunus heritage? Some of the silhouetted students raise their hands. Velvet, after a moment, does the same. causing grim who was observing to shake his head while Ooblecks reaction is similar and scowls at this as he shakes his head.

"Dreadful, simply dreadful! Remember, students, it is precisely this kind of ignorance that breeds violence! oobleck then takes another sip of his coffee before speaking again. grim smiled at the professors words and nodded before paying closer attention.

"I mean, just look at what happened to White Fang! Now, which one of you young scallions can tell me what many theorize to be the turning point in the third year of the War? a hand is raised soon after he asks and oobleck calls on weiss

"Yes? after being called on weiss answers right away.

"The battle at Fort Castle! Oobleck nods at this with joy and proceeds to talk.

"Precisely! And, who can tell me the advantage the Faunus had over General Lagune's forces? Unseen by the professor, Cardin flicks a paper football at Jaune's head, causing him to wake up. "Hey! Oobleck hearing this is then seen quickly zooming over into Jaune's face.

"Mr. Arc! Finally contributing to class! This is excellent! Excellent! What is the answer? Jaune stammers and begins to sweat as he trys to think.

"Uhhhh... The answer... The advantage... of the Faunus...is uh... jaune then looks behind Oobleck's focused face at Pyrrha, who coughs and motions to her lips as she gives him the answer as he sees Pyrrha cup her hands around her eyes and goes for the most obvious answer.

"Uhh... Binoculars!While Jaune looks pleased with his answer, the class laughs at him and Oobleck back at the front of the class,sips his coffee. Pyrrha sighs and slaps a hand to her forehead as Cardin pounds his fist on his desk while chortling. Oobleck then stays silent zooming back behind his desk.

"Very funny, Mr. Arc! Cardin! Perhaps you would care to share your thoughts on the subject!Cardin sneers at this and nods.

"Well, I know it's a lot easier to train an animal than a human. Grim scoffs at this in disgust as Oobleck shakes his head while pyrrha voices her thoughts.

"You're not the most open-minded of individuals, are you, Cardin?Cardin snorts at this and glares at her.

"What? You got a problem? Pyrrha smirks and shakes her head.

"No, I have the answer! It's night vision. Many Faunus are known to have nearly-perfect sight in the dark. Cardin growls at the correct response and blake follows up pyrrahs anwser with one of her own.

"General Lagune was inexperienced, and made the mistake of trying to ambush the Faunus in their sleep. His massive army was outmatched, and the general was captured. blake then turns to Cardin and smirks.

"Perhaps if he'd paid attention in class, he wouldn't have been remembered as such a loser. Oobleck glares as Cardin gets up from his seat, fist clenched.

"Mr. Winchester! Please take your seat. oobleck then turns when Jaune laughs at his tormentor's embarrassment, and is next zooming up to him.

"You and Mr. Arc can both see me after class for additional readings. he then takes yet another sip of his coffee as jaune looks suddenley sad at this, his shoulders slumping as he sighs.

"Oohhhh...Oobleck shakes his head at this before zooming away.

"Now! Moving on! When the lesson is over, Pyrrha, Nora , and Ren come out of the classroom, only for Pyrrha to stop near the doorway.

"You go on ahead. I'll wait for Jaune. the two nod at this a and walk away while pyrrah looks back inside as the after-class talk occurs to the two boys. Oobleck waits a moment, sipping his coffee before speaking.

"You two have been struggling in my class since day one! Now, I don't know if it's a lack of interest, or just your stubborn nature, but whatever it is.. oobleck pauses and takes a longer sip of his coffee.

"It stops now! You've worked hard to gain entrance to this school, and we only accept the best of the best, so I expect you to act like it. History is important, gentlemen! If you can't learn from it... you're destined to repeat it. Pages fifty-one to ninety-one! I want an essay on my desk by next class! Now! Oobleck then zooms out of the classroom and past a waiting Pyrrha in a green and white blur. Jaune comes out first, and Cardin emerges behind him, pushing him to the ground and emitting an "Ow!" from him that makes the bully laugh before walking glares at this pulling Jaune back on his feet.

"You know, I really will break his legs. Jaune sighs at this, and Pyrrha frowns for a moment before she looks like she is struck by inspiration.

"I have an idea! Here, come with me! pyrrha then grabs a confused Jaune by the arm and drags him along as she turns down the corridor and soon the dejected Jaune and an excites Pyrrha come onto a rooftop of one of the buildings, with a clear view of the glowing green orbs in the central tower of however decided to speak first.

"Pyrrha, I know I'm going through a hard time right now, but I'm not that depressed. jaune then pauses before he looks over the edge of the roof, to the confusion of Pyrrha.

"I can always be a farmer or something...Pyrrha freazes for a moment the realization hitting her with horror.

"N-n-no! pyrrha then dashes to push Jaune away from the edge.

"That's not why I brought you up here! as the two walk further onto the roof to begin to talk, they dont notice Cardin leaning in his windowsill right below them.

"Jaune, I know you're having a difficult time in class and that you're still not the strongest of fighters, so... I want to help you!Jaune looks at pyrrha with surprise and shock.

"Wh-what? Pyrrha smiles sweetly at this and explains her plan.

"We can train up here after class where no one can bother us!Jaune looks down at this a bit sad.

"You think I need help?Pyrrha shakes her head quickley at this thinking of how jaune feels.

"N-no! No, that's not what I ment. Jaune looks at her with confusion and tilts his head.

"But you just said it. pyrrha shakes her head at this and trys to smile nice again.

"Jaune, everybody needs a little push from time to time. It doesn't make you any different from the rest of us. You made it to Beacon! That speaks volumes of what you're capable of!Jaune sighs at this before turning away from her, lowering his head and voice in guilt

"You're wrong. I-I don't belong here. Pyrrha turns and looks at jaunes face with shock and shakes her head

"That's a terrible thing to say! Of course you do!Jaune growls at this turning back around to her , now angry.

"No, I don't! jaune then sighs as Pyrrha looks bewildered and he reveals the truth

"I wasn't really accepted into Beacon... jaune then turns his back to her so he doesn't have to face her and pyrrha looks shocked at this and stammers.

"Wh-what do you mean?

Jaunes fear is now at an all time high, his voice going higher and higher as he confesses.

"I mean I didn't go to combat school, I didn't pass any tests. I didn't earn my spot at this Academy! jaune then looks at her again.

"I lied! I got my hands on some fake transcripts, and I lied! Pyrrha now looks more confused then shocked as she asks jaune why.

"What? But... why? Jaune turns back to face pyrrha again with emotion on his face.

"Cause this is always what I've wanted to be! jaune then turns away again with a sigh.

"My father, my grandfather, and his father before him were all warriors! They were all heroes! I wanted to be one, too. I was just never good. Pyrrha starts slowly approaching him, placing a hand on his shoulder.

"Then let me help you! Jaune scowls at this suddenly turning on her with mad frustration.

"I don't want help! I don't want to be the damsel in distress! I want to be the hero!

Pyrrha trys to speak to jaune camly at this trying to calm him down .

"Jaune-. Jaune however keeps going begining to rant.

"I'm tired of being the lovable idiot, stuck in the tree while his friends fight for their lives! Don't you understand? If I can't do this on my own... then what good am I? Pyrrha attempts to reach out for his arm and console him, but he leans back from her touch.

"Just... leave me alone. Okay? Pyrrha looks hurt at this and with her head bowed, she nods.

"If that's what you think is best...She then walks away, her footsteps getting softer and softer until she leaves the roof. Jaune paces a little until he hears a mocking laugh and Cardin appears on the roof from his window.

"Oh, Jaune...Jaune jumps at this,looking behind him at his bully.

"Cardin! Cardin grinned and looked at jaune with evil glee as he was spotted.

"I couldn't help but over hear you two from my dorm room. So, you snuck into Beacon, huh? I gotta say, Jaune, I never expected you to be such a rebel! Jaunes eyes widened at this and he began to panic taking on a begging tone as he plead with the bully.

"Please, Cardin, please, don't tell anyone! Cardin looked at jaune in mock surprise and smiled.

"Jaune, come on! I'd never rat on a friend like that!Jaune looks nervous at cardins words and starts approaching him.

"A... a friend?Cardin nodded at this with an evil smile on his face.

"Of course! cardin then follows up his words as he traps Jaune in a headlock under his arm despite his struggling.

"We're friends now, Jauney boy! And the way I see it, as long as you're there for me when I need you, we'll be friends for along time. cardin then finally releases Jaune, who gasps as he leans on the ground.

"That being said, I really don't have time to do those extra readings Dr. Oobleck gave us today. Think you could take care of that for me, buddy? cardin then leans down to rub Jaune's hair and gets up with a grin.

"That's what I thought. cardin then heads back to hanging onto the edge getting ready to go back to his dorm.

"Don't worry, Jaune; your secret's safe with me.

Cardin then drops back down to his room as Jaune rubs his neck in pain and worry. meanwhile, grim has been watching this the entire time in disgust and chews on ice dust to help keep hin calm.

" jaune you bloody freaking idiot you deserve whatever comes next because of your stupid words to pyrrha you dont want help huh well, good luck with cardin without me to protect you. grim then shadow travled to his room and turned to ranma.

" prepare your self little one. i sense a big event approaching. the baby grimm chirped at this and rubbed itself on grims leg before flying up and resting in his hair making grim chuckle.

" ha your probabley one of the only good things today other then me helping velvet, sleep well little one. grim then to went to his bed and went to sleep knowing tomorrow would bring trouble. meanwhile in ozpins office, a man had just arrived from the shadows and apporached ozpin who was looking out into the horizon.

" hello again nocturne how have you been old friend. nocturne sighed as he pulled down his hood and revealed his red eyes and dark grey skin.

" i would be better if my ancestor wasnt trying to kill all of us and turn my son against us. ozpin nodded camly at this and sipped on more coffee making nocturne raise an eyebrow.

" how are you always so calm. ozpin smiled as he set down his coffee and got up to look out behind him.

" i am calm because your son has already kept me aware of what therist is trying to do, not to mention he killed the last of one of the two godzillas left , tamed the last godzilla in existence, and he killed one of therists ancient grim, even brought me its head as a trophy its right behind you actully. nocturnes eyes widened at this as he turned around quickley to see the skull above the door and he sighed as he looked down.

" then he has acomplished much in my exile. ozpin remained silent for a moment before turning around and walking to nocturne.

" you still blame your self for summers death. nocturne remained silent at this and merely nodded with pain on his face.

" i was their gaurdian i was supposed to keep everyone on the team alive instead i just destroyed it. ozpin put a hand on nocturnes shoulder and looked at him with some real emotion.

" nocturne in man kinds history no one is immortal we are all bound to die, you couldnt have known we were going to be betrayed that day and even if you did they would of taken grim and therist would be free im sure they all forgive you and i certainly held nothing against you my friend. nocturne nodded at this and rubbed his face as he looked at the floor.

" that still doesn't excuse how i failed grim as a father, i cant show myself to him now im to ashamed ive missed so much and it was only because therists power rose that i came to check on him im a horrible father. ozpin sipped his drink again and shook his head before hitting nocturne on the head with his cane.

" dont be daft, you checking on him now when the danger arises is what a good father would do, we all have our duties nocturne and you left to protect your son it was the right thing to do. nocturne nodded at this and stayed silent causing ozpin to speak again.

" though we all have had pain in our lives it is simply just life dont fret and go get some rest old friend we can talk again when something major happens. nocturne nodded as he pulled his hood up and disapeared in the shadows making ozpin chuckle.

" like father like son, and so the game begins its your turn now therist. Ozpin may have known alot but no one fully knew of the dark events that would soon envelop all of the kingdoms and it would all start very soon.


	8. Grim courage

Some time later at midnight in beacon academy jaunes team was waiting for him.

"How come Jaune gets home so late? Ren sighed at this and looked at the bedroom door as he gave his thoughts.

"He's become rather scarce since he started fraternizing with cardin. Nora shook her head at this and looked at her teamates.

"That's weird... Doesn't he know we have a field trip tomorrow? We need our rest!" nora then jumps in the air after saying so while twirling in midair so her back hits the bed. Pyrrha growls under breathe and angrily pounds the window a bit.

"I'm sure our leader knows exactly what he's doing. Nora and Ren exchange glances, not knowing that Jaune himself is looking in through the crack of the door and nora shrugged at this and nodded uncertainly.

"Mmmm... I guess. Jaune hangs his head and closes the door, just as the voice of ruby interrupts his thoughts.

"Hey, Jaune! startled, Jaune turns around to see ruby in her pajamas, while she giggles at his reaction.

"Long time, no see! Did you lock yourself out again. Jaune hesitates for a moment before shaking his head.

"Oh, uh, nope! jaune then raises his scroll, attempting to laugh as if he already got what he wanted.

"Got it! Ruby nods at this and looks at him curiously.

"So! Where have you been lately? jaune hesitates again and tries to come up with something, but just sighs and lowers his head.

"I messed up. I did something I shouldn't have, and now Cardin has me on a leash, and Pyrrha won't even talk to me, and... jaune then pauses for a moment as he breathes heavily through his nose.

"I'm starting to think coming to this school was a bad idea. jaune then presses his back to his team's door and slides down to the floor in depression.

"I'm a faliure. Ruby dosent even need a split second to think before she anwsers back.

"Nope!Jaune looks up at ruby in surprise at her word and repeats it.

"'Nope? Ruby nods and shakes her head with a smile.

"yes Nope! You're a leader now, Jaune. You're not allowed to be a failure. Jaune hesistates at this and he frowns.

"But... what if I'm a failure at being a leader? Ruby thinks about this for a moment, then gives her answer.

"Nope!Jaune cant help but laugh at this as she joins him on the floor.

"You know, you're not the easiest person to talk to about this kind of thing. Ruby in response once again repeats her anwser with a smile.

"Nope! as Jane leans into the door some more ruby brings up her thoughts.

"Jaune, maybe you were a failure when you were a kid... Jaune groans in the middle of her speaking and sinks lower to the ground as ruby speaks again.

"... and you might've even been a failure the first day we met! jaune groans again and goes lower still while ruby keeps going.

"But, you can't be one now. You know why?

Jaune shakes his head no and hesitates to anwser.

"Uhhh, because...? ruby smiles at this and looks at him.

"Because it's not just about you anymore. You've got a team now, Jaune. We both do! And if we fail, then we'll just be bringing them down with us. ruby then gets up and places her hands on her hips as she speaks.

"We have to put our teammates first, and ourselves second. Your team deserves a great leader, Jaune. And I think that can be you. ruby then walks over to her door and opens it as Jaune, now slightly inspired by her words, watches her wave.

"Have a good night, Jaune!" ruby then goes into her room to sleep while, With new energy, Jaune pushes himself off the ground and faces the door, ready to turn the knob and face his team, but his scroll beeps and he pulls it off of his side to open it, seeing Cardin's contact relaying a message.

"Hey! It's your buddy Cardin! I know you're probably busy with that Dust project I gave you, buuuut I'm gonna need you to go out and get me a bag of Rapier Wasps,And make sure they've got some really big stingers! It's important, so don't screw this up! Jaune then closes his scroll just when it begins to beep again. Sighing, he wearily heads down the hallway and away from his room. meanwhile grim had awoken up at the sound of rubys door opening when she first went to talk to jaune and had heard everything.

" i still wont help you jaune but thanks to what i just heard ill intervene if your about to get hurt youve learned your lesson. grim then turns to his bed and lays back down on it planning on how to prepare for cardins plans. in the morning the feild trip had gone as planned, and Glynda was now leading teams RWBY, JNPR, and CRDL through forever fall forest.

"Yes, students, the forest of Forever Fall is indeed beautiful. But we are not here to sight-see. Professor Peach has asked all of you to collect samples from the trees deep inside this forest, and I'm here to make sure none of you die while doingso. The group then stops, and Jaune, grunting and carrying a large case with six empty glass jars on top, tries to catch up with them and ends up bumping into Cardin. The bully scowls at Jaune, who attempts to feign innocence by whistling tunelessly. Glynda however doesn't notice this and is still instructing her group, holding up a full jar of their objective.

"Each of you is to gather one jar's worth of red sap. However, this forest is full of the creatures of Grimm, so be sure to stay by your teammates. We will rendezvous back here by 4 o'clock. Have fun! While Yang and ruby smile at one another, Jaune attempts to sneak away from Cardin to his team, but the blackmailer sees this and grabs Jaune by the back.

"Come on, buddy - let's go!Jaune stops for a second as he miserably looks up at his team, where Nora and Ren are already walking into the forest's depths and Pyrrha is staring sadly at the scene. Dropping his gaze, Jaune turns and follows CRDL, to the disappointment of a sighing Pyrrha before she continues on. later Team CRDL is making themselves as comfortable as possible by leaning on stones, trees, and the ground while Jaune returns to the group with six full jars, setting them down just as he collapses face-down. The surrounding team gets up and then smiles at jaune and pats his back.

"Hey, great work, Jauney boy! Now that wasn't too hard, was it? Jaune however is still on the ground, cross-eyed and sounding dizzy

"I think I'm allergic to this stuff... Cardin smiles at this and his eyes widen in excitement.

"Greeeeat, great, great. So,Jaune, I bet you're asking yourself, 'Why did my buddy Cardin ask me to collect six jars of tree sap when there's only five of us?'Jaune is nodding, slowly still exhausted.

"That is one of the many questions I have asked myself today, yes. Cardin grins as Jaune sits up and chuckles before speaking.

"Well, come with me, and you'll find out. Jaune moans and gulps in worry at cardins tone as he follows. Some time later, Now perched on a hilltop overlooking the other students, team CRDL - plus Jaune, squeezed between Cardin and russel - peak their heads over the crest and watch as everyone is retrieving their samples of sap. Ren, kneeling to collect it from a tree, passes a full jar to Nora, who "Mmmm!"s at the gift as Ren trades it for the other jar in her care. He turns back to the tree and starts filling it up while several licking sounds are heard off-screen until the camera pans back to Nora, now with an embarrassed smile covered in red and an empty jar in her hands.

meanwhile Jaune begins turning to his left to look around.

"Cardin, wh-what's going on?

Cardin still staring at the unsuspecting group snarls sharply .

"Payback .Jaunes eyes widens as his face fills with understanding.

"Pyrrha...? jaune seems shocked and afraid as he watches her gather more sap from a tree.

"Wh-what are you-? Cardin chuckles as he pounds his fist on the ground

"That's the girl. Red-haired know-it-all, thinks she's so smart. Alright, boys... cardin then pauses as he pulls out a buzzing cardboard box with a large W written on its sides.

"Last night, old Jaune here managed to round up an entire box of Rapier Wasps, and now, we're gonna put him to work. Russel then grabs Jaune by the shoulder, who barely laughs in nervousness as cardin steps in front of him.

"Now, according to one of the essays you wrote for me last week, these nasty things loooove sweets. meanwhile Pyrrha is seen finishing her sap collection and cardin grins down at her.

"I'm thinking it's time we teach her a thing or two. The members of CRDL then get up and, Cardin offers his hand to Jaune, only to painfully yank him up on his feet and shove the jar into his grasp.

"And you're gonna do it. jaune tilted his head at cardin and looked confused.

"Do what?cardin grinned at this and leaned into jaunes face.

"Hit her with the sap, Either that, or I'll have a chat with Goodwitch, and you'll be on the first air ship out of beacon. Jaune looks down at the jar of sap in his hands and then up at the four grinning teammates waiting to see what happens. Jaune turns towards the group and aims his throw at an oblivious and smiling Pyrrha, trying to steel his nerves and shaking hand to do the deed, but ultimately steels himself for what he's about to do.

"No. Cardin looked at jaune in surprise before growling.

"What did you say?

jaune growls and begins gripping the jar tightly "I said...NO!

He then turns and throws the jar at Cardin, instantly recoiling his hands to himself as he looks at Cardin's breastplate covered in sap. The other team leader, however, just looks at himself and laughs darkly.

"Oh, you've done it now...

Jaune humorously laughs to himself once more with his hands still raised in an attempt for defense as dove and sky grab his shoulders and pull him forward for cardin and russel to punish. after a few minutes of beating jaune up cardin grinned and chuckled.

"You know that wasn't very smart, Jauney boy. cardin then picks up a bruised Jaune again while the rest of Team CRDL watches with grins.

"I'm gonna make sure they send you back to mommy in teeny tiny peices. Jaune blinked for a second with his head hanging back.

"I don't care what you do to me...jaune then looks at Cardin with fury and growls.

"... but you are not messing with my team. cardins eyes widen at this looking momentarily shocked before growling.

"What? You think talk like that makes you tough? You think you're a big strong man now? Jaune smiles in defiance at this anf An enraged Cardin roars and raises his fist again, but just as the hit connects, a bright light shines from Jaune, and when the white fades, Cardin is seen and heard crying out in pain as he holds his hand. Jaune, now back on the ground but completely healed, looks confusedly at his hands as they faintly glow white. While he stares, though, Sky kicks Jaune in the back and gets him on his stomach, but he looks up and glares at the approaching Cardin.

"Let's see how much of a man you really are...Just as he says this, a low growl is heard, and a surprised Team CRDL turns around and sees a large paw crash onto the scene, belonging to a huge Ursa Major with dozens of jagged spikes sticking out from its wide back. It leaps forward and stands over the terrified students, lifting its head in the air to smell the sap on Cardin's breastplate. It lands back on its forelegs and roars at Cardin while his teammates heroically flee.

"That's a big Ursa! Cardin is rooted to the spot when the Grimm starts to swing its claws and knocks him sideways, revealing Jaune cowering behind him. The Ursa continues to sniff, uninterested in Jaune and following its nose to Cardin. He watches at it towers over Cardin, who gets his wits and pulls out his mace only for the monster to swipe it away to Jaune's feet. He looks conflicted, wondering whether to fight or run away. Meanwhile, the roar of the giant Ursa is heard by the members of Teams Rwby and JNPR, still collecting sap on the other side of the forest. ruby starts getting up, concerned when she heard the noise.

"Did you guys hear that? Suddenly, the remaining members of Team CRDL are seen running the other way from the roar through the other students.

russel is the one running the fastest and shouting when he runs into yang.

"Ursa!

yang looks at him unfazed from the hit and picks russel up by his shirt.

"what Where? russel is still struggling and still running in air, but points back from where they came.

"Back there! It's got Cardin! pyrrhas face widens in shock as she drops her jar of sap and shouts in worry.

"Jaune!ruby then snaps into action going into leader mode.

"Yang! You and Blake, go get Professor Goodwitch! yang then nods dropping Russel, as Blake nods as well before the two leave following the orders. pyrrha then turns to ren and nora as she and Ruby activate their weapons

"You two, go with them! There could be more! meanwhile Cardin is attempting to run from the following Ursa, but it leaps over its prey and claws him away. He tries to get up and crawl away.

"Crap! Crap, crap! around the same time pyrrha, Ruby, and Weiss come on to the scene.

"Oh, no! of course they were not the only ones watching this for grim had indeed been there as well and was watching from the shadows with ranma on his arm and eating popcorn with him.

" take note little one why you must not be like the vile ones of your kind or mine evil always gets punished in one way or another. the baby grimm chirped at this and dug its face into the popcorn with a nod of its head making grim chuckle and pet him.

" enough of that now i might be able to show you off now fly wait for my signal and then go for the ursa's eyes. ranma nodded at this and grim shadow traveled him to ten feet away so he could fly into the air without being spotted.

" ah it was so worth it to come watch this today. grim and the others who were there then watch as the Ursa leans over the helpless cardin raising its paw and swiping it down... only to be blocked by Jaune's shield. jaune then struggles to defend a stunned Cardin from its attempts to lean on him, but Weiss lifts Myrtenaster as she prepares to go help.

Pyrrha however turns to Weiss and holds up her hands protesting.

"Wait! weiss listens and then the group watches as Jaune takes the shield out from the Ursa's paw and slashes at its stomach, causing it to lash out and try to crush him. He rolls out of the way and jumps over its swipe at his feet, but he is unprepared for when it launches a claw at him in midair. jaune lands far away from this, yet is immediately back on his feet and passing Cardin as he charges again. The Ursa knocks Jaune behind it when he tries for a leaping attack, causing him to look at the scroll in his shield to find out that his Aura level is in the red. He grows angry again and starts to run at the Ursa as it also begins to dash towards him however seeing this, grim whistles and a loud chirp is heard in response as ranma dives down from above the ursa and starts heading towards it. however on the ground the clash seems to go in slow-motion as, Pyrrha sees that Jaune has left himself completely open to the Ursa's attack, and lifts her hand out to him, gathering dark red energy in her arm. Just as the Ursa is about to hit him, not only does ranma ram into the ursas face and mess up its strike but, the glow surrounds Jaune's shield and makes it lift up to block the now sloppy and slightly missplaced swipe. Jaune then grins and uses the surprise defensive move to lean on the ground, push his shield back up, and swing his blade right through the Ursa's neck. The head falls to the ground and ranma hovers in the air for the moment as the body slams onto the ground. Ruby however is staring at pyrrha as Pyrrha's hand stops glowing and she smiles.

"Uhhh... What? Weiss to is equally amazed and stares as well.

"How did you...? Pyrrha shrugs at this and smiles.

"Well, Ruby has her speed, you have your glyphs. My Semblance is polarity ruby throws her arms up at this in excitement and looks at pyrrha in awe

"Whoa, you can control poles...Weiss rolls her eyes at this and scoffs.

"No, you dunce! It means she has control over magnetism! Ruby nods at this still impressed, and is whispering her reaction now.

"Magnets are cool, too...Weiss then noticing Pyrrha starting to leave stops her.

"Wait, where are you going?

Ruby jumps up at this and nods.

"Yeah! We gotta tell them what happened! Pyrrha nods at this with a sly smile.

"We could... Or perhaps we could keep it our little secret? pyrrha then walks over to ranma as Ruby and Weiss smile to each other in understanding and go with her to examine him with a bruised Jaune sheathing his weapon and doing the same.

" hey thanks for the assist little guy you really showed that dumb ursa. ranma chirped at this with a happy flap of his wings before weiss and ruby looked at him.

" hmm ya know ive never seen a grim help a hunter or huntress before this is amazing. ruby nodded in agreement and looked at ranma with percision.

" do you think he belongs to somebody. following rubys words, grims laugh could be heard as he came out of the shadows causing cardin to yelp and everyone else to stare at him.

" ranma is under my care and i will admit he did very well today as did you jaune you learned your lesson and got stronger well done. pyrrha and the others smiled at grims words and ranma before, pyrrha began sneaking away without anyone noticing, having a plan in mind as grim begins to talk again.

" now then i do hope you all have a safe fun rest of the day, ruby and weiss ill see you in the morning for when we go into the city. i hope you have a good night, the same goes for both teams and you jaune have a good night and your welcome . jaune and the two girls nodded at grims words and the trio smiled as grim shadow traveled with ranma and left. now, with grim gone ruby and weiss watched as jaune went over to Cardin to help him however, is still covered in sap, and is a bit stunned when he looks up at Jaune as, his savior offered him a hand. Cardin then smiles as he takes the hand offered and is lifted back up on his feet.

"Holy crap, Jaune! jaune growls at cardin and glares daggers at him as he speaks.

"Don't ever mess with my team - my friends -ever again got it. Jaune then stares at Cardin who in response looks intimidated, possibly even apologetic before nodding. now With his order spoken, Jaune turns and walks away from a frozen Cardin with the others. Later that night, on top of the dorm building, a uniformed Jaune stands on the edge and looks into the distance at the green lights of Beacon. as pyrrha walks up from behind him.

"No Cardin tonight?I thought you two were best buds?

Jaune hesitates at her words for a moment, quickly becoming nervous before turning to her.

"Pyrrha... I'm sorry. I was a jerk! You were only trying to be nice, and... I had all this stupid macho stuff in my head. Pyrrha however interupts jaune with a smile and holds up her arms.

"Jaune! It's okay! Your team really misses their leader, you know,You should come down! Ren made pancakes! No syrup, though - you can thank Nora for that! pyrrah then starts to head for the exit but,Jaune smiles at this for a moment before his face fills with fear, as he quickly holds out his hand and calls out to Pyrrha who turns around, and looks back at Jaune who, looks sheepish and nervous now rather then afraid.

" wait!...I know I don't deserve it after all that happened, but... would you still be willing to help me... to help me become a better fighter?

Pyrrha turns around so a worried Jaune won't see her satisfied smile. She goes up to Jaune and suddenly pushes her leader to the whining complains at this and pouts.

"Hey!Pyrrha grins at this standing over him with her arms on her hips and about to speak in an evaluating tone.

"Your stance is all wrong. You need to be wider and lower to the ground. pyrrha then offers jaune her hand, which he graciously accepts, and they continue to hold on to and grin at each other.

"Let's try that again. meanwhile grim was perched not far away from them in the shadows and was smiling with ranma on his shoulder.

"we did good little one now thats one problem down so far two to go hmm as much as i want to stop torchwick and his boss, therist is the bigger issue here.. hmm im going to have to ask ozpin later about that now let us go to bed were going to explore tomorrow with the girls of team rwby.


	9. Grim colors stray

The next morning Team RWBY could be found strolling along with grim who was in his casual clothes. As they walked through the town most of the group looked through it all with an awed expression until Weiss suddenly stopped in the front of A sign that is being put up by an elderly Shopkeep that reads in bright red letters WELCOME TO VALE! for all the foreign newcomers from their kingdoms.

"The Vytal Festival! Oh, this is absolutely wonderful! Ruby at weiss's excitment, frowned and backed away from weiss a bit.

"I don't think I've ever seen you smile this much, Weiss It's kinda weirding me out..Weiss quickly responds to ruby, turning to Ruby with a look of disbeleif on her face.

"How could you not smile? A festival dedicated to the cultures of the world! There will be dances! Parades! A tournament! Oh, the amount of planning and organization that goes into this event is simply breathtaking! Yang sighs at this as they continue walking , with her arms crossed as she shakes her head.

"You really know how to take a good thing and make it sound chuckled in response to this as, Weiss bristles at this and glares.

"Quiet, you! Yang then speaks next with fake curiosty in her voice as they stop near the docks and the sounds of foghorns are heard.

"Remind me again why we're spending our Friday afternoon visiting the stupid docks? Ruby nods covering her nose and shaking her head.

"Ugh, they smell like fish! Weiss smiles as she waves their words away and shakes her head.

"I've heard that students visiting from Vacuo will be arriving by ship today. And, as a representative of Beacon, I feel as though it is my solemnduty to welcome them to this fine kingdom! Blake smirks at this inwardley and opens her mouth as Weiss starts walking away again.

"She really wants to spy on them so she'll have the upper hand in the scoffs at this and her eyes dart around as she crosses her arms.

"You can't prove that! Ruby however stops the talk and the group as she turns her head to the right and gasps.

"Whoa. the team then looks at a shattered window down the street and a door full of yellow caution tape of the Vale Police Force before walking over to the detective in front writing on his pad.

"What happened here?

The first detective talked over his shoulder as he looked for more evidence.

"Robbery. Second Dust shop to be hit this week,This place is turning into a jungle. Yang frowns at this and sighs sadly.

"That's terrible. Both, detectives nodded talking and inspecting the store more.

"They left all the money again.

Ruby and grim both turn their heads when they hear this and look with curiosity.

"Huh? The first detective nodded as he thought about this and scanned the area.

"Yeah, just doesn't make a lick of sense. Who needs that much Dust? The second detective shrugged as he thought and ran a hand through his hair.

"I don't know, an army? The first detective turned to him with a grimace on his face.

"You thinking the White Fang?

The second detective nodded removing his sunglasses before speaking.

"Yeah, I'm thinking we don't get paid enough. Hearing this, grim stepped forward and looked at the two detectives.

" tell me was the owner of the shop human or faunaus and were they injured. The first detective looked at grim with a raised eyebrow and inspected him.

" well the shop owner was faunus but they wernt injured still that dosent really give us anything kid how can you help. Grim smirked as he summoned his mask to his face from his room and spoke in a darker voice.

" so that i can find the scum who did this and teach them a lesson. Both detectives paled at this and the second detective came forward with a note book in hand.

" w-what can you tell us reaper. Grim smiled as he put his mask back into his room through shadows and put his arms behind his back as he thought.

" well obviously if both torchprick and the white fang are robbing dust instead of money then their working together and building up for something at the very least thats all we have right now. Both of the officers smiled at this chuckled at grims nickname for torchwick and thanked him.

"oh thanks alot reaper this is going to save us from writing a huge report and we have clues you all have a good day now. As the group walked away, weiss huffed and crossed her arms while sticking her nose in the air.

"Hmm! The White Fang, What an awful bunch of degenerates! Blake bristled at this and grim cringed as he watched this happen.

"What's your problem?Weiss quickly responds to blake turning to her with a glare on her face.

"My problem? I simply don't care for the criminally insane. Blake rolled her eyes at this and crossed her arms getting serious.

"The White Fang is hardly a bunch of psychopaths They're a collection of misguided Faunus. Weiss scoffed at this and rolled her eyes in rejection.

"Misguided? They want to wipe Humanity off the face of the planet! Blake rolled her eyes at this and glared at weiss.

"So then they're very misguided. Either way, it doesn't explain why they would rob a Dust shop in the middle of downtown Vale! Ruby rubbed her chin at this and then spoke up turning to weiss with intent on her face.

"Hmm... Blake's got a point. Besides, the police never caught thatTorchwick guy I ran into a few months ago... Maybe it was him.

Grim coughed at this and spoke up meekly not wanting to make anything worse.

" eh i kinda kicked his ass after he got away so naturally some random theif got lucky or it really was the white fang. Weiss kept her glare and shook her head with her arms still crossed not caring about what was said.

"That still doesn't change the fact that the White Fang are a bunch of scum, Those Faunus only know how to lie, cheat, and steal. Yang rolled her eyes at this and muttered under her breathe.

"That's not necessarily true...yang however was cut off as a subtle growling filled the air and as everyone looked around only blake knew where it was realy coming from as she looked at grim with alarm and layed a hand on his shoulder to calm him down. However the attention of the group was soon captured again as a cry filled the air.

"Hey, stop that Faunus! As the group overhears the cry for help they rush over to investigate, only to see a Faunus with a golden monkey tail named sun running down the length of the boat and leaping on to the edge as the two sailors are about to apprehend him. Sun looked back and forth at the sailors before he grinned as he jumped from the railing to the dock below avoiding them .

"Thanks for the ride, guys! Haha! Sun then takes off running as soon as he hits the docks with the sailors shouting behing him.

"You no-good stowaway! Sun chuckles at this and shakes his head while using his tail to hang on a lamppost while he peels back a banana.

"Hey! A no-good stowaway would've been caught! I'm a great stowaway! before he could eat, one of the detectives down below throws a stone at him to get his attention.

"Hey! Get down from there this instant! Sun shakes his head and drops the banana peel on the detective's face, who growls in return. The monkey-like Faunus twirls up to crouch on the lamppost, laughs in amusement, and proceeds to leap off and run away from the detectives. As he runs past Team RWBY, he winks at an astonished Blake in slow motion and gives a thumbs u to grim before time speeds up again and he continues to be chased by the smirks at this watching the Faunus get farther and farther away.

"Well, Weiss, you wanted to see the competition, and there it goes...Weiss panics holding up a finger and pointing at sun.

"Quick! We have to observe him!

Weiss, Yang, and Ruby give chase while Blake and frim stand still, lost in thought, before coming back to reality and following their friends. The team rounds the next corner, but then Weiss bumps into someone and trips. She looks up only to see Sun jump on to a building and disappear from her view. Weiss pouts at this and frowns as she broods.

"No, he got away!

Yang coughs and interups her. As she points strangely at the girl underneath her.

" Uhh... Weiss. Weiss finally looks down and sees that she fell on a smiling girl, which startles the heiress and makes her get up however is still down on the ground, smiling widely.

"Sal-u-ta-tions! Grim smiles back down at her and looks her over.

"are you alright my friend. Penny looks startled at grims words and looks at him with intent on her face.

"you called me friend do you really mean we can be friends.

Grim smiled at this and nodded causing penny to grin.

"of course id like that its nice to meet you. Penny nodded at this and then began to small talk with grim about friend things while,

Ruby noticing that penny was getting along with grim decided to say hello as well.

"Um...hello. yang then to looks at penny with curiosity noticting she hasnt moved yet.

"Are you... okay? Penny nods at this with a nice smile on her face.

"I'm wonderful! Thank you for asking. Yang and the rest of the team looks at each other in bewilderment except for grim who only smiled. before Yang spoke up again

"Do you... wanna get up? Penny thinks about this for a moment and her eyes widen as she leaps back on her feet while the team steps back a little.

" yes! My name is Penny! It's a pleasure to meet you! Ruby smiles at this and waves.

"Hi Penny. I'm Ruby. Weiss introduces her self next and puts a hand on her chest as she introduces her self with a smile.

"I'm Weiss. Next is Blake who merly smiles and says her speaks next with curiosity still on her face.

"Are you sure you didn't hit your head? Blake in response smiles a bit and hits her side causing her to stop and get serious.

"Oh, I'm Yang. Grim chuckles at this and shakes his head as he smiles at penny.

"nice to make your friend list penny im grim Penny grins at this and greets them all again.

"It's a pleasure to meet you all! Weiss deadpans at that and stares at penny.

"You already said that. Penny pauses again and shrugs before nodding.

"So I did! Weiss smiles a bit at this and nods before turning around with the others to walk away.

"Well, sorry for running into you! Both Ruby and grim turn arount to say bye waving their arms and wishing penny care.

"Take care, friend!Yang spoke up again soon when she thought they get far enough away from a once again startled Penny.

"She was...weird... grim shrugged as he grinned at the girls and walked with them.

" i liked her shes unique like you . Weiss shakes her head at this looking to her right for sun hoping to catch him.

"Now, where did that Faunus riff-raff run off to? However before she could look more, Penny suddenly apears in front of a surprised Weiss making grim appreciate her skill.

"What did you call me? Yang stammers as she and Weiss look back and forth in shock and Yang quickly looks apologetic.

"Oh, I'm really sorry, I definitely didn't think you heard me!

Penny: "No, not you." (walks through the group and leans her head down to Ruby) "You!"

Ruby looks startled at this and tilts her head.

"Me? I-I don't know. I, what I, um, uh... Penny rushes up to ruby and stares at her.

"You called me 'friend' as well ! Am I really your friend to? Ruby stammers at this and she looks over Penny's shoulder while her teammates motions to deny her but grim gives her double thumbs up.

"Uuuuum, Y-Yeah, sure! Why not? Ruby's teammates comically faint and grim laughs and smiles, while Penny looks overjoyed and laughs.

"Sen-sational! We can paint our nails, and try on clothes, and talk about cute boys.

Ruby turns groaning to Weiss and grim as she brushes herself off.

"Oh, is this what it was like when you met me? Grim chuckles and shakes his head no.

" shes much more excited then you were but i enjoy that about you. Weiss chuckled at this and also shook her head no.

"No - she also seems far more stable then you. Yang then tilts her head at penny and looks at her with a smile.

"So... what are you doing in Vale? Penny smiles as she get a glint in her eyes and looks at them all.

"I'm here to fight in the tournament.

Weiss sweat drops at this and looks penny over in disbelif.

"Wait, you're fighting in the tournament?

Penny nods saluting and pumping her fists.

"I'm combat ready! Weiss chuckles at this a smiles.

"Forgive me, but you hardly look the part. Blake smirks at this and shakes her head.

"Says the girl wearing a dress?

Weiss shakes her head at this and protests.

"It's a combat skirt!

Ruby the other skirt wearer speeds over to Weiss' side and agrees making grim chuckle as Weiss holds out her hand and Ruby low-fives then stops with realization hitting her.

"Wait a minute. She then walks over to Penny and grabs her by the shoulders.

"If you're here for the tournament, does that mean you know that monkey-tailed rapscallion? Penny looks confused at this and tilts her head.

"The who...?Weiss first anwsers her by holding up a poor drawing of the criminal-in-question before speaking.

"The filthy Faunus from the boat! Blake however interups in anger before anything else could be said.

"Why do you keep saying that?! Weiss looks at where she heard her teamate, turning her attention from Penny to Blake

"Huh? Blake begins walking over to Weiss, angry and hurt.

"Stop calling him a rapscallion! Stop calling him a degenerate! He's a person! Weiss turns to her with a mock apology.

"Oh, I'm sorry. Weiss then releases Penny and motions to objects around her before speaking again.

"Would you like me to stop referring to the trash can as a trash can? Or this lamppost as a lamppost? Grim glares at this but stays calm thanks to penny and the others being in his presscene and he watches a blake does what he wanted to. Blake growled as she stomped her foot and glared at weiss.

"Stop it! Weiss shrugged her shoulders at this and grinned.

"Stop what? He clearly broke the law. Give him time; he'll probably join up with those other Faunus in the White Fang! Blake again growls and glares at weiss.

"You ignorant little brat! Weiss looks offended, but when Blake walks away, she follows her .

"How dare you talk to me like that! I am your teammate!

Blake scoffs at this and rolls her eyes.

"You are a judgmental little girl. Weiss again looks offended and grips her fists tight.

"What in the world makes you say that?"Blake rolls her eyes and stares with fire in her eyes at weiss.

"The mere fact that you would sort that Faunus boy with a terrorist group solely based on his species makes you just as much of a scoundrel as you believe him to be! Yang being uncomfortable with this was slowly sliding up to Ruby and grim, looking sheepish.

"Um, I think we should probably go...

Penny interupts them popping up behind Ruby, smiling.

"Where are we going? Weiss shouts out in triumph and points at blake.

"Aha So you admit it! The White Fang is just a radical group of terrorists! Blake shakes her head no and gits her teeth.

"That's not what I meant, and you know it. As Yang, grim and Ruby continue to observe they begint to tell penny bye and grim said bye to them all whispering and assuring to blake that he would see what the monkey boy was up to. Some time later in the dormroom weiss and blake were arguing again.

"I don't understand why this is causing such a problem! Blake rolled her eyes at this and glared again her voice rising.

"That is the problem! Weiss glares at her with disbelif getting up from her bed and shaking her head.

"You realize you are defending an organization that hates Humanity, don't you? The Faunus of the White Fang are pure evil! Blake gets on her feet as well and clenchs her fists.

"There's no such thing as pure evil! Why do you think they hate Humanity so much? It's because of people like Cardin, people like you, that force the White Fang to take such drastic measures! weiss raises an eyebrow and tilts her head at this in curiosity.

"People like me? Blake snorts at this and throws her hands up in disblief.

"You're discriminatory! Weiss glares at this and leers at blake with a cruel grimace.

"I'm a victim! You want to know why I despise the White Fang? Why I don't particularly trust the Faunus? It's because they've been in war with my family for years. War, as in actual blood shed. My grandfather's company has had a target painted across its back for as long as I can remember. And ever since I was a child, I've watched family friends disappear; board members executed. An entire train car full of Dust, stolen. And every day, my father would come home, furious. And that made for a very difficult childhood. Ruby frowns at this and approachs weiss,going over to comfort her

"Weiss, stops her turning away and walking back to blake.

"No! You want to know why I despise the White Fang? It's because they're a bunch of liars, thieves, and murderers! Blake finally exploded with anger at this and shouted in rage.

"Well maybe we were just tired of being pushed around! Silence drops down on the scene again. A surprised Weiss backs away slowly, and Blake realizes her mistake as she looks around at her teammates. Blake hesitates for a second wanting to explain.

"I... I...she however couldnt bring herself to speak and dashes out the sees this and her eyes widen as she runs to the door to call for her.

"Blake, wait! Come back! Yang however sits herself down Weiss looks down in fear and Blake had run outside and arrived at a statue of an armored man with a sword and a hooded woman wielding an axe on an outcropping, staring at the Beowolf under the stone heroes in particular. She closes her eyes and slowly lifts her arms up to her bow and pulls the string to release the bow from her hair. She wipes away a tear away as the camera pulls up to reveal her Faunus ears. On the verge of crying, she becomes startled when she hears a voice above her.

" we knew you would look better without the bow. Blake in response turns around and looks up. The next morning, Ruby wakes up from her beauty sleep, yawning in the process. She looks over at Blake's empty bunk, and groans sadly before begining to get dressed before going to grims room and knocking on the door only to find it empty causing ruby to panic and faint. A few hours later, the team had again taken to the streets as Ruby, Weiss, and Yang walked through the empty streets of Vale looking for blake and grim .

Ruby looked around with worry on her face as she wanted her teamates back.

"Theyve been gone all weekend...Weiss scoffed at this and shook her head.

"Blake's a big girl, I'm sure she can handle herself! And we dont even know where grim is im sure hes fine.

Yang rolled her eyes at this and crossed her arms.

"Weiss, come on, she's one of our teammates and grims our tilted her head at yang and threw her arms ino the air.

"Is she? We all heard what she said! Ruby hesitates at this and got weiss's name out before yang interupted.

"Maybe she is, maybe she isn't. Either way, she's missing, and we need to find her! Weiss stayed silent and talked under her breath.

"A member of the White Fang! Right underneath our noses! Ruby sighs at this and looks out into the city.

"I just hope she's okay and that grim is to...

Elsewhere, Blake is sipping a cup of tea and looking up at Sun and grim who are sitting across from her and thinks as, sun who holds his drink with his tail puts his hands up on the table and props his head up. He takes a sip when Blake puts her cup down.

"So, you want to know more about me...She looks at him intently and Sun grins as she talks and throws his hands in the air while grim chuckles.

"Finally, she speaks grim ! Nearly two days and you gave us nothing but small talk and weird looks! .Blake turns to sun after that sentence, and gives him a firm look.

"Yeah, like that. Grim chuckles while, Blake rolls her eyes at this before, closing them and looking at both sun and grim sadly.

"Sun... Are you familiar with the White Fang? Sun nods at this as he begins to drink again.

"Of course! I don't think there's a Faunus on the planet who hasn't heard of them. Stupid, holier-than-thou creeps that use force to get whatever they want. Bunch of freaks, if you ask me! grims eyes widened and he looked at blake with a look of stay calm in his eyes before coughing and speaking.

" not all members of the white fang are bad the ones who left because of the violence are the good ones sun after all my adopted dad was. Blake quickley sips her drink while listening to grim as she prepares to speak quickly.

" and I was once a member of the White Fang.

Suns reaction to these words was to promptly go cross-eyed and choke on his drink, making him put it down and wipe his mouth as he holds up a hand to process this information.

"Wait a minute, you were raised by an ex member of the white fang,and you were a member of the White Fang?! grim nodded and sipped his drink once before his eyes filled with pain.

"it wasnt for very long it was really only a year and yet he treated me better then anyone else did to that point but that time has passed and my teams knows about my childhood or at least most of them do know. Blake nodded and sighed as she spoke up

"while I was a member for most of my life, actually. You could almost say I was born into it, Back then, things were different. In the ashes of war, the White Fang was meant to be a symbol of peace and unity between Humans and the Faunus,Of course, despite being promised equality, the Faunus were subjected to discrimination and hate. Humanity still thought of us as lesser beings. And so, the White Fang rose up as the voice of our people. And I was there always at the front of every rally. I took part in every boycott. I actually thought we were making a difference. But I was just a youthful optimist, because Then, five years ago, our leader stepped down, and a new one took his place. A new leader, with a new way of thinking, and then Suddenly, our peaceful protests were being replaced with organized attacks. We were setting fire to shops that refused to serve us, hijacking cargo from companies that used Faunus labor. And the worst part was, it was working. We were being treated like equals. But not out of respect... out of fear. Blake then stops speaking for a moment as she puts down her teacup in front of a stunned Sun and a sad looking grim before speaking again.

"So, I left. I decided I no longer wanted to use my skills to aid in their violence, and instead, I would dedicate my life to becoming a Huntress. So here I am: a criminal hiding in plain view, all with the help of a little black bow. blake then smirks as she wiggles her cat ears beneath the fashionable disguise to demonstrate. Sun nods at this thinking and coming to terms with what he heard.

"So... have you told your friends any of this because grim looks like he knew? Blake merely looks down in shame and says nothing. while grim puts a hand on sun shoulder and shakes his head.

" i figured it out on my own and accepted her for it i can only pray that our freinds do the same.

meanwhile, Ruby, Yang, and Weiss were walking through town and calling in vain for their missing was continuing to scream loudly to try and get blake to hear her

"Blaaaaaaaake! Where aaaare yoooouuuu!?Yang to shouted out their teamates name next.

"Blake! Ruby however stops for a moment before turning on Weiss.

"Weiiiiss, you're not helping! Weiss fake smiles at this and speaks up with fake excitement.

"Oh! You know what might be able to help? The police or grim wherever the heck he shakes her head at this,and resoponds by crossing her arms in irritation and groaning.

"Ugh, Weiss...Weiss huffs at this and throws her arms to her sides in frustration.

"It was just an idea its not my fault grims not here! Ruby sighs as she walks down the sidewalk and shakes her head.

"Yeah, but its your fault blakes not here .Yang followes behind Ruby and looks back at weiss.

"Weiss, I think we should hear blakes side of the story before we jump to any conclusions.

Weiss following behind Yang with a smug tone in her voice as she spoke.

"I think that when we hear it, you'll all realize Iwas right!

Penny suddenly appears following behind Weiss and speaks up.

"And I think Weiss' hair looks wonderful today! Ruby and the others then turn around suddenly in surprise.

"Aaaah! Penny! Where did you come from!? Penny smiles at this, cheerfully ignoring the question and asking one of her own.

"Hey guys! What are you up to? Ruby stammers at this trying to think.

"Uhh..Yang however anwsered for her making ruby sigh in releif.

"We're looking for our friend Blake and grims missing to. Penny looks a bit shocked at this and her eyes widen.

" grims missing oh no, Ooooh, and the Faunus girl ! Ruby, Weiss, and Yang stare at Penny.

"Wait, how did you know that?"Penny dead pans at this and points at her head.

"Uhh, the cat ears? Yang begins laughing a little and smiles at this.

"What cat ears? She wears a... boooohhh... The realization leaves them in silence as a tumbleweed blows through in the then ruby speaks first whispering and breaking the silence.

"She does like tuna a lot..Penny however interupts their thinking and speaks next with curiosity on her tone.

"So, where is she and grim supposed to be?"Ruby shakes her head and looks down in sadness.

"We don't know. She's been missing since Friday and we didnt even know grim was missing until today he never even told us he was going anywhere..Penny responds by gasping and approaching ruby.

"oh thats terrible, Well, don't you worry Ruby, my friend! I won't rest until we find your teammate and my other friend!Ruby gets nervous at this doing her best to continue smiling.

"Uh, that's really nice of you, Penny, but we're okay! Really! Right, guys?She looks over Penny to direct her question at Yang and Weiss, who's blinking outlines are all that's left of their sudden departure from the company of the strange girl. A tumbleweed blows past them again in the quiet and penny coments on it.

"It sure is windy today!

sun,grim, and Blake are then seen walking down a street and sun with his hands behind his head speaks first.

"So, what's the plan now?"

Blake thinks for a moment contemplating before speaking.

"I still don't believe the White Fang is behind these robberies. They've never needed that much Dust before.

Grim coughed and spoke with some regret in his eyes.

"They arnt so peaceful any more and roman clearly needs an army for whatever hes doing, in theory they could be working with him, he gets an army and they get supplies. Suns mouth opens in shock and relization widening his eyes as he turned to blake and spoke.

"What if they did join up with torchwick i mean... the only way to prove that they didn't do it, is to go to the place where they would most likely go to if they were to do it, and not find them there! Right? Blake cringes at the logic slightly and nods.

"The only thing is, I've no idea where that would be. Sun smiles at this and shrugs.

"Well, while I was on the ship, I heard some guys talking about offloading a huge shipment of Dust coming in from Atlas. Blakes eyes widen at this and fill with a bit of fear.

"How huge? Sun looks at her with a grimace and spreads his arms.

"Huge. Big Schnee Company freighter.

Blake looks firmly at sun and watches his eyes.

"You're sure? Sun nods with a serious look on his face as grim walks forward between them.

" well then lets go set up.

Meanwhile yang and weiss are coming out of a shop with yang waving to the person inside.

"Thanks anyways! Yang then sighs while weiss gets frustrated.

"This is hopeles. Yang glares at Weiss when she looks around nonchalantly.

"You really don't care if we find her, do you?Weiss glares at this and shakes her head.

"Don't be stupid; of course I do. I'm just afraid of what she'll say when we find her. Weiss then walks forward, before calling over her shoulder.

"The innocent never run, Yang! Yang looks down in thought. While not to far away penny amd ruby are talking.

" So, Blake is your friend? Ruby nods sighing as they make their way down the sidewalk.

" looks at ruby curious again.

"But you're mad at her? Ruby nods but then stops as she shakes her head.

"Yes. Well, I'm not. Weiss is. penny tilts her head again and asks another qeustion.

"Is she friends with Blake? Ruby shrugs at this and shakes her head.

"Well, that's kind of up in the air right now...Penny nods trying to contemplate this.

"But why? Ruby sighs again and her shoulders sagged.

"Well, you see, Blake might not be who we though she was...Penny quickly gasps at this and comes up with something.

"Is she a man?

Ruby quickley shakes her hands in a negative before she stops and sighs, looking at Penny as she talks now.

"No! No, Penny. She's...I don't know what she is. She didn't exactly talk to us before she decided to run off. Penny nodded at this and her eyes filled with concern.

"I don't have a lot of friends, but if I did, I would want them to talk to me about things.

Ruby turns her gaze downward sadly in reponse before whispering.

"Me too... as they continue walking

Meanwhile,Amidst the chirping of crickets and darkness of night, Blake lays flat on her stomach on the rooftop overlooking the shipment of Schnee Dust containers while grim merely blends into the darkness.

"Did I miss anything? Blake hearing suns voice looks up as Sun drops down to her right. Blake shook her head no as she anwsered and stares at the docks.

"Not really. They've offloaded the crates from the boat. Now they're just sitting there.

Sun nods at this and says cool in response before he holds out one of the green apples in his arms and tosses one to grim as well..

"I stole you two some food! Blake responds to this by giving Sun a questioning look.

"Do you always break the law without giving a second thought?"

Sun responds by defensively countering her with his next sentence.

"Hey, weren't you in a cult or something?. Grim chuckles at this as he eats his apple and whispers burn as he watches,Blake deliver an angry glare at sun.

"Okay, too soon!Just as he says this, the winds blows all around them, and they look up to see a Bullhead's searchlights flashing around for a landing spot, descending in the middle of the cargo containers and extending a ramp for a black hooded individual with a metallic fanged mask to come out of. Blake pales at this and fear fills her body.

"Oh no...Sun looks at her questioningly and asks what was wrong.

"Is that them? While Blake is staring at the bloody wolf on the back of the man's outfit grim crushes his apple core in anger and both anwser at the same time.

"Yes... It's them. The trio then watched the head White Fang Soldier as he spoke to the other White Fang members coming from the aircraft, motioning with his rifle.

"All right, grab the tow cables! Sun meanwhile looked at blakes shocked expression and frowned.

"You really didn't think they were behind it, did you?

Blake stops staring sadly at the scene and sighs.

"No. I think deep down I knew. I just didn't want to be right. blake then closes her eyes in despair, only to open them suddenly when she hears a new voice. "Hey! What's the holdup!? the trio and soldiers look up at Roman gesturing widely and coming down the ramp.

"We're not exactly the most inconspicuous bunch of thieves at the moment, so why don't you animals try to pick up the pace?Blake growls at this and shales her head.

"This isn't right. The White Fang would never work with a Human. Especially not one like that. she then stands up and unsheathes the katana of Gambol Shroud before walking off the edge of the roof Sun in response looks alarmed at this and calls after her.

"Hey, what are you doing?! Grim looks at sun and whispers as he looks him in the eyes.

" help her when she needs it ill come in and help when i need to torchwicks mine.

Blake falls to the ground in a crouch, then continues on to hide behind one of the containers, peeking around the corner to see Roman berate a White Fang member holding a coil of rope.

"No, you idiot! This isn't a leash! as he's looking around, Blake suddenly appears behind him with her blade at his throat.

"What the- Oh, for f-" roman then rolls his eyes when he's cut off by Blake mid-swear.

"Nobody move! The White Fang soldiers however ready their guns and equip their swords in response while roman speaks.

"Whoa! Take it easy there, little lady." As the White Fang closes in on her, Blake uses her free hand to go for her bow and remove it, causing the ribbon to fall away as her Faunus ears are shown to the world.

"Brothers of the White Fang! Why are you aiding this scum?

The White Fang members lower their weapons a little at this development, unsure of what to do, when Roman laughs.

"Oh, kid, didn't you get the memo?Blake looked at roman in confusion and glared at him.

"What are you talking about? Roman grinned as he spoke with evil glee anwsering her.

"The White Fang and I are going in on a joint business venture together! Blake snarled at this and pressed her blade tighter to romans neck.

"Tell me what it is or I'll put an end to your little operation.

Suddenly, the air is filled with more turbines blowing the wind wildly around the holdup. Roman smirked as he was looking up with victory.

"I wouldn't exactly call it a little operation...Two more Bullheads are hovering above the heist, and as Blake watches in horror, Roman smiles and manages to fire his cane at Blake's feet, resulting in a large explosion. Penny and Ruby turn around upon hearing the noise, seeing the smoke rise from the docking bay just a few buildings away.

"Oh, no... meanwhile, Blake, dazed but relatively unhurt on the ground, quickly rolls and runs out of the way of Roman's continued attacks, flaming missiles destroying cargo behind her as she retreats behind more containers. Roman then begins approaching slowly taunting her.

"Here, kitty, kitty, kitty...his taunt is interrupted when a banana peel lands on his head, causing him to look up and growl at the assailant. Sun leaps from the container above Roman and drops down on the criminal's face feet-first, rolling up and readying himself to fight.

"Leave her alone!The Bullheads open to let more White Fang members descend on the scene, standing by Roman as he gets up and surrounding Sun. Roman smirks at this and waves sun off.

"You're not the brightest banana in the bunch, are you, kid? With that said, the White Fang charge at the monkey Faunus, but he manages to dodge slashes and get some of the soldiers with his fists and kicks until he rolls out of the way, pulling out a collapsible red staff. He quickly uses this to beat down on each opponent that nears him, falling each one in a single flaming blow when he twirls, even creating a scorching shockwave to beat the last of them. Blake peers around the corner of the container to watch Sun jump around and beat more White Fang soldiers, causing one to fly over Roman's head. The crime boss growls in annoyance and aims his cane at Sun, firing a shot that he defends himself from just when Blake leaps into the action.

"He's mine! Blake goes in close and becomes a blur of afterimages as she slashes both blades at Roman, who backs away and deflects each would-be blow with his cane at unbelievable speeds. Blake continues to dash, hop over, and slide around Roman to try and find a weak spot, but her enemy, while barely deflecting the attacks, lands a few hits on Blake until one final beating with his cane causes her to go down. Just as Roman deals with one opponent, Sun appears right behind her and disconnects his staff in two spinning circles of flame-firing shotgun nunchucks that only slow down once to show the audience what they are before becoming twin arcs of offense again. Sun swings each gun at Roman while firing everything he as at him, but even with the rapid series of shots and flying bullets, Roman manages to defend himself against every bullet and hit until a millisecond-long pause allows Blake to get a slash in and knock him back. On his back, Roman notices a container hanging by a crane right above the two warriors, and gets up to fire his cane at its supports. Blake leaps behind it, but Sun barely misses when he jumps forward, ending up right below the nozzle of Roman's cane.

"Your monkey business is over. Just as he's about to fire, his and Sun's attention are drawn to the ground as a familiar face rises out of the darkness on the ground.

" i dont think so torchwick. Roman paled as he recognized the power and aura of the man in front of him and stepped back.

" r-reaper. Grim smirked at Romans face and titled his head.

"come now Roman why so serious. Grim then smirked as he flicked his wrists and his scythe came out of the ground and landed in grims hands with a loud swish of air roman however glared at this and snarled as he quickly swung his cane at grims head.

" you insolent little up start. Grim however just smirked as he channled his aura into his index finger and held the cane ten Inches away from his face and he laughed as he closed his eyes.

" you know torchwick anger is a funny thing, sometimes it makes you sloppy. Grim then paused for a moment before opening his eyes to show that they were slit and shining with anger.

"and some times it makes you murderous. Grim then pushed his hand knocking romans cane away and leaving him open as grim rammed the flat end of his scythe blade into romans stomach sending him flying away into a container. Grim then calmly walked towards where roman went with murder in his eyes, his scythe being dragged against the concrete and starting sparks of anticipation in grim as he listened to the sound of the screech and the crackle of sparks.

" you know normally I'm not this brutal but with how you work I'll make an exception. As grim neared the container that roman was in, roman suddenly sprinted out of it and launches a quick couple of blows at grims face with his cane while, grim responded in kind as he split his scythe into sickles and began to just as quickly parry romans attacks. Seeing that once again he and grim were evenly matched, roman tried to trip grim, While at the same time, swinging at grims chest however, grim knew what was coming and as he dodged the kick, he ducked and dodged the swipe at his stomach allowing him to land a devastating uppercut to romans chin knocking his hat off and sending him five feet in the air. As roman got up he rubbed his chin and grumbled as he put his hat back on.

" Damn man You don't get rusty do you. Grim smirked at this as his eyes sparkled and he growled as he pushed a button on his sickles turning them into two pistols with blades on the end.

" well don't let this go to your head but your an excellent opponent I have to be at my peak to beat you. Despite this, roman grinned anyways and mock bowed.

"why thanks reaper I try my best. Grim snarled at this as he brought his guns up to aim at roman and began quickley firing at him causing roman to cuss and dodge the shots.

"Dance you little monkey dance. As grim Ran out of ammo in one gun, he grinned as he gripped the cylinder magizine in his hand and threw it at roman before shooting it causing an explosion that sent roman flying. As the smoke cleared around roman, grim was seen standing over him with one of his pistols on romans forehead, the blade digging into his head a bit causing a small gash. Before grim could kill roman however, a new voice entered the docks.

"Hey I found them. Ruby then appears on the rooftop overlooking them, Crescent Rose extended and ready for action. Roman smiles sheepishly past grim and waves.

"Well, hello, Red! Isn't it past your bedtime?. Romans words made grim growl but,he didnt kill roman yet as he saw Penny suddenly appear behind ruby approaching her with curiosity on her face.

"Ruby, are these people your friends? Ruby quickly then is looking behind herself to get penny to saftey.

"Penny, get back! while her and grims attention is diverted, Roman snarls and fires his cane at her, but, grim sees this and intercepts the shot taking it to the chest, In mid air and sending him flying back from the explosion's force and sending his guns flying away. Roman then gives off a professional-level evil laugh at his attempted attack on the young girl and the actions of grim. Penny turns her head toward the criminal and gives her first death glare, walking forward while Ruby tries to get grim back up.

"Penny, wait! Stop! Ruby raises her hand in a futile attempt to stop her but grim holds out a weak hand to stop her with a light chuckle.

" She can handle this. Penny nods at grims words and her eyes glowed with power.

"Don't worry, Ruby grims right. I'm combat ready! Her backpack then mechanically opens up, and from its dark depths comes a single sword that extends and multiples into several blades hovering over Penny's back. Leaping from the rooftop with the weapons acting as wings, she sends three of her swords to knock two White Fang soldiers down before even landing on the ground, where she proceeds to fling the swords at one enemy, impale another to a wall, create a barrier of spinning steel against a running attack, leaping over a goon with her swords in tow, and finally making a wheel that she throws to knock multiple Faunus off their feet. Three Bullheads then come from the skies and open fire on the battle, but Penny merely forms a shield and launches two of her swords into the wall behind her, which in turn pull their wielder back with their strings. When her swords swirl around her again, she commands them to open their points and build up a large glowing ball of green light. With a punching action, several bright lasers crack the pavement when they fire at the transports and slice each one in half, causing several of the White Fang members inside to fall and letting Ruby and the others watch as Bullheads fall in pieces behind her. Penny then aims her swords at the remaining Bullheads holding the crate of Dust and pulls back on their wires, tugging the aircraft with them. Ruby was watching in awe at this and then looked down at grims injured chest as she spoke.

"Whoa... How is she doing that? Seeing the Bullhead's flight fall under Penny's control, Roman grimaces and turns to run towards the last transport but as he does, grim appears with fire in his eyes and Grabs roman in a shadow bubble where they could talk privately.

" look reaper if this is about your dad it was nothing personal I need the money and if I ever betrayed my boss shed have me,my apprentice, and my friends killed please have mercy. Grims glare faded at this and he soon replaced it with a gentle but a bit forced smile.

" my father told me not to be consumed by anger and I'm going to listen to him now, work for me roman and ill have you pardoned and get you free of your boss the downside is you have to work for her a while longer and not report anything to me we cant have your boss changing plans if you work for me. Roman thought about this for a moment before genuinely smiling and shaking grims hand.

" you've got a deal Mr reaper. Grim then smiled back before making a giant shadow fist and punching roman into the last bullhead making roman groan in pain.

" now were even torchwick dont double cross me or ill give you hell before you die. Back with Penny, after her large green pupils dilate for a second,she pulls with all her might on the strings, and the aircraft crashes into a stack of crates, causing an explosion as a now watching from the safety of his escape rubs his chest in pain.

"These kids just keep getting weirder and now im gonna have to get used to them... with his observation made, he uses his cane to close the doors, and the jet lifts off, flying away from the lost battle Later, a handful of police cars are at the docks, where Ruby, Blake, Sun, grim,and Penny are sitting on boxes in silence. That is, until Weiss and Yang appear on the however begins speaking quickly to explain the situation to protect blake.

"Look Weiss, it's not what you think, she explained the whole thing. See, she doesn't actually have a bow, she has kitty ears and they're actually kind of cute and grim went after sun so ... Weiss ignores her and squares off with Blake while, blake is calmly looking her down.

"Weiss, I want you to know that I'm no longer associated with the White Fang. Back when I was with the- Weiss however interrupts her.

"Stop! Do you have any idea of how long we've been searching for you ? Weiss the pauses for drama and to let blake think.

"Twelve hours. That means I've had twelve hours to think about this. And in that twelve hours, I've decided...yang, Sun, and Ruby look on, worried while grim crosses his arms over his burnt chest and grins.

"I don't care. Blake looks surprised at this and tilts her head.

"You don't care? Weiss nods at blakes look and smiles gently.

"You said you're not one of them anymore, right? Blake nods again and begins to stammer.

"No, I-I haven't been since I was younger-. Weiss however interrupts again silencing her.

"Ah-bah-bah-bah-bah! I don't want to hear it. All I want to know is that the next time something this big comes up... you'll come to your teammates. And not Someone else. Blake smiles looking at Ruby,grim, and Yang grinning at her, she wipes a tear from her eye, nodding.

"Of course. Weiss smiles and nods. The moment is serious for a second more until Ruby screams waving her arms wildly.

"Yeah! Team RWBY is back together! as the six gather with each other, weiss points accusingly at Sun

" however, I'm still not quite sure about how I feel about you even if grim has met you! Sun laughs nervously as grim interupts.

"if he gets out of line I can handle him. Weiss nods at this satisfied as grim secretly fists bumps sun and the two chuckle under their breath. ruby then begins looking around noticing penny was missing.

"Hey, wait a minute... Where's Penny? From the darkened back seat of a limo, Penny watches the group of friends reuniting with each other and saw grim secretly wink at her and she shyly waved bye,

Before shutting the bdoor as the Driver then began to talk to her.

"You should know better than to go running around in a strange city. Penny sighs at this, lowering her head, sadly.

"I know sir. The Driver sighs as the car drives off from the scene and he reassures her.

"Penny, your time will come...

Meanwhile, Ozpin is seen holding a scroll showing a "LIVE FEED" of Ruby at the docks. He closes the video and opens up a communication with Qrow, whose team name and other information is left blank and his only message is: "QUEEN HAS PAWNS.

"Hmmm...

meanwhile Roman walks into a large warehouse with a shadowy interior. He goes over to a table and places down a case of mysterious contents, sighing in tiredness.

"How very disappointing, Roman. Roman pales at this turning around suddenly when he hears the voice and their noisy entrance.

"Whoa! Hehe... I wasn't expecting to see you guys so soon..of the three figures before Roman, only her head, containing yellow eyes and flowing dark hair, is seen.

"We were expecting... more from you. Roman begins laughing a little before getting serious

"Hey! You were the ones who suggested working with those stupid mutts from the White Fang not to mention the reaper showed up and kicked my ass.

Cinder began chuckling darkly at this and grinned.

"And you will continue to do so no matter who opposes you. Cinder then summons a fireball in her hand and steps out of the darkness with her two companions, a purple-haired man and mint-haired, tanned woman, eyes glowing gold.

"We have big plans for you and the reaper, we will beat him in time Roman. All we need is... some cooperation.

Roman nodded and chewd the inside of his cheek before speaking.

" What do you want the reaper for anyway. Cinder smirked at this as a look of wanting filled her face and she paced around the room.

" he has impressed me enough to earn my feelings not to mention our benefactor needs him for us to properly rule the world as it should be. Roman grimaced at this on the inside and nodded.

" alright then if thats all im going to bed. Cinder nodded and walked out of romans room and. Past her apprentices, into her own room, grabbing the mirror again.

" grims getting in the way therist what do you sugest we do. It took a second but therists face filled the mirror.

" keep the plan going if what roman said was true then grims playing right into my hand by Being so angry by the time we activate operation grimm roots, grim will be ours one way or another now get some rest my apprentice. Cinder bowed and wished therist good night before she to went to sleep. As the villans went to sleep so to did the heros however not without making sure grim was okay and had plenty of healing gel rubbed onto his chest by the girls.

" Was putting that much burn cream on me really necessary. The girls all nodded at this and chuckled as he made his way to his room.

" goodnight girls. The girls all said goodnight back exceot for, ruby who sprinted forward and hugged grim and gave him a kiss on the cheek.

" thanks for taking that hit for me grim sweet dreams. Ruby then sprinted into her teams room and shut the door as grim sat stunned for a second before smiling and going into his room to find ranma eating a mouse.

" thats a good boy ranma come here boy its bed time. Ranma chirped at this in excitment and he quickly flew up onto grims head but whined a bit as he smelled fire.

"dont worry boy the girls made sure my burn would heal im fine. Ranma chirped at this again and licked grims face before settling down into sleep.

" goodnight little one. Grim then to joined the dream world wondering what was coming next. As a shadowy man looked on the horizion in the backround.

" sleep good while you can my grand sire because when im free im going to paint this world into something beautiful starting with the crys for help and mercy, you hunters and huntresses want to save the world but you dont change, you become reliant on your powers instead of your unity, your all just puppets tangled in these strings, very soon, ill be free and then youll see because soon, there wont be strings on me muhahahahahaha. Therists apparition then blew into the wind leaving everyone blissfully unware that he was ever there as night covered the land.


	10. Grim activity

the Beacon Academy cafeteria, Team RWBY is sitting together as Blake looks over some notes. Yang then slides up next to her partner.

"Whatcha doing? Blake looks surprised at this and closes her book.

"Nothing Just going over notes from last semester. Yang pauses and catches a grape in her mouth.

"Lame. Noras giggles could then be heard as she continues to toss grapes at yang with her spoon. Yang catches the fruit with ease, giving Nora the thumbs up. Ruby, giving an enormous heave, slams a binder onto the table, catching everyone off guard. On the cover of the binder is written "Vytal Festival Activities, Property of Weiss Schnee." This has been hastily crossed out with a red marker pen, and with the same pen, a new title, "Best Day Ever Activities", has been written underneath. Ruby seeing she has everyones attention clears her throat and speaks.

"Sisters... friends... Weiss. Weiss looks offended at this and objects.

"Hey! Ruby however ignores her and keeps talking.

" Four score and seven minutes ago, I had a dream. Yang smiles at this as she catchs a berry in her mouth and chews.

" This ought to be good. Ruby then puts her hand in the air in excitment as she keeps talking.

"A dream that one day, the four of us will come together, as a team, and have the most fun anyone has ever had... ever! Weiss stops her at this and tilts her head with suspicion.

" Did you steal my binder? Ruby quickly shakes her head and makes peace signs with both hands.

" I am not a crook. Blake tilts her head at this and looks confused.

"What are you talking about? Ruby smiles and points a finger at blake.

"I'm talking about kicking off the semester with a bang! Yang grins at this and shrugs as she makes a joke.

" I always kick my semesters off with a Yang! Eh? Guys? Am I right? An apple is tossed at yang and hits her in the face. She glares at Nora who says a loud boo in response.

" Boooooooooooooooo! Ruby rolls her eyes at this and huffs.

" Look guys, it's been a good two weeks and between more exchange students arriving and the tournament at the end of the year, our second semester is going to be great! But, classes start back up tomorrow! Which is why I've taken the time to schedule a series of wonderful events for us today. Weiss stares at ruby a second seeming a bit hesitant to do anything.

" I don't know whether to be proud or scared of what you have in store. Yang, still glaring, picks up an apple and tosses it across the room which hits ren while Nora can be heard eyss dim a bit as she shrugs.

"I don't know. I think I might sit this one out. Weiss shakes her head at this and looks at her teamates.

" Sit out or not, I think that however we spend this last day, we should do it as a team I for one also think that... Weiss however is interrupted by a pie landing on her face. Nearby Nora is shown to be the one who threw the pie, she sits down and points at Ren who has his head in his palm. Pyrrha's hand is over her mouth and Jaune simply sits staring wide-eyed while covering his ear with his palm. Outside the cafeteria, Sun and Neptune are walking together as Sun relates the events which took place two weeks ago Neptune has a straight face and is seen really to be thinking of what he heard.

" Man, that's harsh.

Sun nods at this and smiles.

" I know, we were fighting side by side. She was super fast and I threw a banana at the guy, which sounds gross, but it was awesome and grim kicked his butt. Neptune smiles at this with humor and nods.

"Nice! Sun nods at this, his smile of joy never leaving his facs.

"Right? And the best part is, she's a Faunus. But that's a secret, okay? Neptune simply nods at this and accepts it.

" Got it. Sun leans in close in order to stress the importance of this secret as he narrows his eyes.

"And not a, "I'm gonna go tell Scarlet the second Sun turns his back secret," I'm talking secret secret. Neptune quickly raises his hands alarmed and smiled nervously.

" Whoa, chill out, man, okay? I got it. got it! Sun nods at this and calms down.

" You better. as they walk some of a food fight could be seen where food splatters into the panes as students run around. At one point, Jaune is the one splattered into the window. But the two dont see it as sun turns to neptune.

" I just don't want to screw this up, you know? The people here are the coolest!No offense to you guys. Neptune shrugs at this and smiles.

" None taken. Sun nods as he steps up to the door.

"They're just in here. I'm really excited for you to meet them. So be cool, okay? You're gonna be cool, right? Neptune put on a fake look of hurt at this and struck a pose.

" Dude. Sun then pauses and judges neptunes appearance from Neptune's feet to his face and, Neptune's teeth gleam as he smiles. Sun nods at this in acceptence and smiles.

" Good point. Sun and Neptune then enter the cafeteria where students are heard heard screaming.

"Food fight! Many students are shown stampeding out the door past Sun and Neptune, the latter of whom is looking quite worried as Noras crazy laugh is heard, revealing Team JNPR first, whos members are shown to be standing atop a tower of tables stacked in a ramshackle manner with Nora on top who is procaliming her rule in sing-song.

" I'm queen of the castle! I'm queen of the castle! Ruby however responds by Stomping her foot on a table and pointing at Team JNPR.

" Justice will be swift! Justice will be painful! Ruby then pauses as she crushes a carton of milk in her hand.

" It will be delicious! The rest of Team RWBY then responds by Raising their fists simultaneously.

"Yeah! Nora however responds with a cackle and an order.

"Off with their heads!Nora jumps down from the top of her tower, and the food fight begins as she and her teamates throw dozens of mellons at team rwby. In response ruby points at yang and sends her forward.

"Yang! Turkey! Yang rolls over to the turkeys and sticks her fists inside them, proceeding to block and punch the melons as they speed toward her. Blake then runs forward and joins in with two loaves of bread as swords jumping over yang and helping her destroy melons as they protected eachother. After some time yang launched both of her turkeys forward and both slammed into jaune knocking him away as blake and pyrrha dash forward and attack each other. After a few minutes the two get into a stalemate and then seperate only for blake to try and spear pyrrha with one of her loaves. However pyrrha deflects and then proceeds to jab blake hard in the stomach, making blake drop her bread and go flying in the process while pyrrha dropped her bread and grabbed blakes so she could use it as ammo for spears, which she then started to chuck at yang.

Yang managed to deflect or break most of the bed but eventually some got passed her defenses and knocked her to the floor only for ruby to fly past her riding a tray. Seeing this, pyrrha chucked her last loaf at ruby and tried to hit her only for ruby to stop on her tray go into the air and deflect the bread before landing and crashing right into pyrrha. Seeing that her attack worked ruby jumped back and landed in front of weiss with a smile as nora and ren charged at her. Seeing this, ruby jumped to the side and weiss stepped forward to that she could spray ketchup all over the floor causing ren to slip and crash into tables sending them every where. Nora seeing this used this to her advantage as she jumped onto a table and used it to jump and grab a pole before ripping it out and making it a make shift hammer as she impaled it on a watermelon.

Nora now armed then dashed at weiss only for ruby to get in the way and get sent flying allowing weiss to jump back and pick up a sword fish before jamming it at nora sending her flying but, not for long as nora caught her self and attacked weiss again with a spin attack. This of course knocks weiss out of balance and allows Nora to land a powerl hit which, knocks Weiss into a pillar. The impact knocks her out and Ruby holds her in her arms as the pillar collapses around them.

"Weiss, Weiss! Don't leave me! Nooo! The fighting then resumes with yang running forward and grabbing her turkeys again while ren does the same with celery and eventually both attack each other, after a few blows that yang manages to land, they both ingage in a stalemate before, yang punchs ren in the air. Ren the responds to this by throwing his celery at yang but, yang dodges and jumps into the air and slams ren into the ground. Seeing this, nora runs forward and lands a hard hit in yangs chest with her mellon hammer, sending yang through the roof and into the sky. Blake then comes back into the fight as she dodges the debris and grabs sausage links and twirls them around using them like a whip to hit nora into a pop machine.

Nora however retaliates by throwing the pops at blake which cause small explosions of liquid color forcing blake to jump and dodge the pops however, pyrrha soon joins in and by adding in her semblence soon dozens and dozens of the pops are sent into blake knocking her out. Ruby seeing this nods slowltly before running forward and causing a cloud to rise up behind her carrying all the food and drinks with it. The other team seeing this trys to stand in rubys way but she merly speeds over them using her cape to glide from how fast she was going,and soon she had landed and got out of the way ending the food fight with JNPR slammed against a cracked wall painted with soda and food in the shape of a rose. Team JNPR then slides off the wall, leaving only their outlines causing sun to chuckle in amusement.

"I love these guys. However, Neptune is silent and when Sun looks he sees that Neptune is drenched with soda and is not pleased. The doors behind them then open and Glynda enters the room growling. She proceeds to use telekinesis to re-organize the room.

"Children, please Do not play with your food! Nora burps aloud as both Teams JNPR and RWBY try and fail to compose themselves. A screaming Yang then crashes from the ceiling into one of the tables. Glynda grumbles while Ozpin approaches and places a hand on her shoulder.

"Let it go. Glynda sighs at this and her shoulders slump in defeat.

" They're supposed to be the defenders of the world. Ozpin nodded at this and camly explained what he thought.

"And they will be, but right now they're still children. So why not let them play the part? Ozpin then walks away from Glynda before speaking again.

" After all, it isn't a role they'll get to have forever and grim is already past that even now hes hunting instead of being with his friends. Meanwhile at the same time in the city, grim was meeting roman about something.

" what do you have for me roman. Roman sighed as he took out a cigar and lit it while he sat down.

" the bosses apprentices are gone i think their going to try and eliminate a faunus named tukson. Grim nodded at this and sighed as he slipped his mask on.

" damn the white fang, alright thanks for telling me about this anything else you want to tell me. Roman hesitated as he took a deep puff of his cigar.

" yeah look this isnt easy to say but i truly regret the things ive done. Grim turned and looked at romans eyes and nodded as he turned around.

" i understand and i hope you can have a better life with my help, you can quit any time. Roman said nothing at this and grim merely nodded before shadow traveling to watch out for tukson. Meanwhile at the Dust shop "From Dust Till Dawn" a sign is being hung declaring its re-opening. As he climbs down from his ladder, he stumbles and falls. However an ebony green haired, red eyed girl named emerald appears next to him giggling.

"'Scuse me, sorry. I'm not really from around here. She then pauses and helps him to his feet before talking again.

" Would you mind pointing me in the direction of this shop? Emerald then produces a piece of paper with writing on it and the shopkeep looks it over.

"Hmm? Mm-hmm that way. Emerald then walks away from the shop owner as both wave goodbye while, she passes a grey haired boy named Mercury at a corner.

" I knew you were lost.

Emerald sighed at this in frustration and stomped her foot.

"Mercury, I will seriously pay you to shut up. She produces a wallet with Lien and waves it in Mercury's face.

"That's not your money. Emerald shrugs at this and nods.

"But it can be yours for 5 minutes of silence. Mecury pretends to think for a moment before shaking his head.

"Mmmm... no. Emerald sighs at this as she rubs her head.

" Fine. Emerald takes the Lien and tosses the wallet, turning to walk away while mercury rolls his eyes.

"Whatever You want me. More of the city is then shown, including a café while Mercury and Emerald are walking through the city.

"So, how much farther? Emerald looks back at mercury and anwsers him in response.

" A few blocks. Mercury groans at this and looks up in annoyance.

"Ugh... this place is so dull. Emerald shrugs at this and shakes her head.

" Eh, I kinda like it. Tall buildings, diverse culture... Mercury shrugs at this and smirks as he adds on.

"And nice dopey people who are easy to pickpocket. Emerald stops at this and shakes her head.

"That's every city.

Mercury play acts as a victim at this to mock her.

"Ooh, Emerald! Master thief! Please don't take my money! I barely have enough to get by! Emerald glares at him, groaning angrily. She then walks away from him. Mercury rolls his eyes at this as he walks.

"Ugh... you're no fun today. Mercury then follows behind Emerald and soon The scene shifts to Emerald and Mercury putting on white fang masks before entering a shop full of books. The shop owner can be heard humming a tune. Mercury stops near the door to look at books while Emerald approaches the counter and rings a service bell.

" Be right there! Emerald looks back at Mercury while The shop owner is seen through a set of double doors carrying stacks of books as he walks backwards and out toward the counter.

" Welcome to "Tukson's Book Trade," home to every book under the sun! How may I... Turning around, he gasps and hesitates upon recognizing the two of them and seeing that Mercury is now holding a book.

"How may I help you? Mercury stares at tukson as he speaks Although the book is open.

"Just browsing. He then shuts the book as emerald starts speaking.

"Actually, I was wondering, do you have any copies of "The Thief and The Butcher"? Tukson nods as he stares at the two.

" Yes we do. Emerald jumps at this excitedly and smiles.

"That's great. Tukson smiles at this and tilts his head at her in curiosity.

"Would you... like a copy? Emerald shakes her head no as mercury closes another book.

"No, just wondering, Oh, oh! What about "Violet's Garden"? In paperback? Mercury speaks up at this as he produces the book.

"He's got it. Hardback too. Emerald nods at this in joy and grins back at mercury.

"Ooh, options are nice. Mercury shrugs at this as he closes the book.

"Eh, no pictures Hey! Do you have any comics? Tukson nods and tilts his to the right of mercury.

"Near the front. Emeralds eyes widen after this as she quickly thinks of something.

" Oh, no, wait! What... about... "Third Crusade"? Tukson hesitates, visibly unnerved while Mercury and Emerald are eyeing him carefully.

" um i ...don't believe we carry that one. Mercury slams another book shut after this and dosent look impressed.

" then tilts her head and looks at tukson.

"What was this place called again? Tukson hesitates again and looks at her in suspicion.

"Tukson's Book nods and smiles as she asks another question.

"And you're Tukson? Tukson nods and smiles a bit.

" That's right. Emerald nods at him and looks at him in curiosity.

"So then I take it that you're the one that came up with the catchphrase? Tukson nods at this in confusion and anwsers.

" thats right. Mecury tilts his head at this and looks at tuskon.

"And, what was it again?Tukson rolls his eyes at this and repeats the slogan.

"Tukson's Book Trade, home to every book under the dead pans at this and looks at tuskon with a blank stare.

"Except the Third crusade. Tukson frowns at the two and looks at them with suspicion.

"It's just a catchphrase. Mercury shakes his head at this and speaks with anger in his voice.

" It's false advertising! Emerald smiles creepily at this and shakes her head.

"You shouldn't make a promise you can't keep, Tukson. Mercury activates a switch near the entrance causing a front window to darken as emerald speaks again.

" I hear that you're planning on leaving. Moving all the way to Vacuo. Emerald then pauses as Mercury activates another switch and the window in the front door darkens.

" Your brothers in the White Fang won't be happy to hear that. Emerald then pauses again as Mercury activates the third and final switch, darkening the last window as he smiles creepily at Tukson.

"And neither are we... You know who we are, don't you?Tukson nods at this with grim realization in his head.

emerald smiles at this pleased as she looks at him.

"And you know why we're here?

Tukson hesistates for a moment before nodding with a straight face.

emerald smiles at this and tilts her head in curiosity.

"So... are you going to fight back? Tukson nods as his claws come out from his fingers with a growl.

"Yes! Tukson then leaps atop his counter in a threatening manner. Mercury and Emerald back up slightly and he leaps at Emerald and slashes at her, but she dodges. He looks forward and is surprised at Mercury as he raises one leg for a kick with his shotgun-greaves but is prevented from killing tukson as a portal of shadow opens in front of him transporting tukson to safety as grim then in return grim comes out of the portal fully geared up and ready to fight.

" oh you two just messed up big time. Mercury stared in shock for a second as he had failed to kill tukson but smirked as he looked at grim.

" so your the reaper that our master has taken so much interest in eh im not impressed. Grim snorted at this and rolled his eyes as he circled around the two.

" stick around i garrantee youll have some fun. Mercuy grinned at this as he opened his mouth to reply.

" theres no way you can take us both on. Grim snorted at this in annoyance and merely glanced at emerald.

" oh dont be so arrogant, im feared for a reason you know, plus your little girlfriends stance isnt exactley confident but, i digress you will be a challenge for me nothing like torchprick. Mercury chuckled at this and shook his head in amusement before anwsering.

" ok first dont under estimate us,second she totally wants me, and third nice nickname for roman. Grim said nothing to this and silence filled the shop as grim circled the couple from the shadows. The silence remained for ten more seconds before grim suddenly rocketed out of the shadows, punching emerald in the face and sending her spinning straigt into a shelf causing books to cover her. Mercurys eyes widened at this and he quickley ran at grim with a spin kick so that he could fire his shot gun right in his face but grim blocked it with his scythe and grinned in mercurys face before pushing him away.

" now now no need for cheap shots,calm down its your turn now anways. Grim then suddenly ran forward and swung his scythe right at mercurys face but mercury saw this coming and kicked the scythe away but, this only added momentum to grims strike as he kneeled to avoid mercurys other leg and spun around so that his scythe kept coming and hit mercury full force in the chest sending him flying into a wall and embeding him in it.

" come now i expected more then that from you hot shot. Mercury growled as he pried himself out of the wall and used his boots to launch himself at grim who blocked his punchs by bringing his scythe up but, as mercury landed he started to throw quick blows from both his hands and feet at grim and grim was hard pressed to block these attacks as he spun his scythe around. After a few minutes of non stop attack, mercury managed to kick the scythe out of grims hands but, doing this left mercury open as grim landed a strong punch in mercurys stomach making mercury gasp as the air was punched out of him.

" fool you left your self open after disarming me i am not some petty ameatur whos going to go for their weapon I improvise. Grim then back handed mercury away from him and got into a boxers stance as he waited for mercury to attack him again. He didnt have to wait long as, mercury charged right at him. Knowing that grim was a challenge, mercury decided to change up his fight style and kept going for grims legs and at first, he was doing some damage with his hits however, grim quickley adapted to this and was able to block mercurys kicks before they got close, grim even used this to his advantage as he grabbed mercury by the leg and spun him around right into the wall.

" i must commend you, you did hurt me in the begining there if my aura wasnt so high id be a bit worried for how long this fight has lasted however you did get my aura down to seventy percent so i congragulate you on that but theres no way for you to win this. Mercury growled at this but smirked as he stood up.

" oh im not to worried. Grim looked at mercurys eyes and saw that emerald had snuck up behind him so, he quickly spun around to stop her attack. However, grim wasnt fast enough as she landed a small gash on both his sides with her scickles. Grim however, was fast enough to grab her by the throat and glared at her under his mask. Seeing this, mercury ran forward to help but the kick he landed on grim didnt phase him much as he grabbed mercury as well by the throat.

" congrats you got me down to forty five percent however youve pissed me off now, since im feeling generous and dont feel like going into a shadow rage or dealing with any other bullshit im going to let you both go so i can deal with the damage youve done, get the fuck out of my sight when i let you go. Grim then dragged the two to the door and threw them out before slamming the door. Mercury and Emerald seeing that their free then quickly dispose of their disgises and run from Tukson's Book Trade. as they run , Emerald stretches her arms overhead and groans in pain while, Mercury pulls out and starts carrying a comic.

"What's with that merc? Mercury shrugged at this and smiled as he looked at the comic.

" I like the pictures plus i needed something fun after that fight with the reaper. Emerald nodded and the two kept running until some hours later, they get to an old warehouse, where the White Fang are moving crates as Emerald and Mercury enter. Roman seeing the two chuckles under his breath and fakes a smile.

"Oh, look! She sent the kids again! This is turning out just like the divorce! Roman the teases the two further as he approaches them from behind and wraps his arms around them in a group hug. Emerald responds to this by shivering ,in disgust and glaring at roman.

"Spare us the thought of you procreating. Emerald and Mercury then pull away from Roman as roman smiles and shrugs before twirling his cane while he holds a piece of paper in his other hand.

" That was a joke. And this... just might tell me where you two have been all day. Emerald looks at the paper in shock and throws her hands up in frustration.

"What!? Agh...

Roman chuckles at this and sneers at her frustration as he holds up the paper.

" I'm a professional, sweetheart. Pay attention, maybe you'll learn something, now Why do you have this address? Emerald grinned at this and crossed her arms.

"Wouldn't you like to know? Roman rolls his eyes at this and nods as he stares at the two of them.

"Yeah, I would. Now where have you been all day? Mercury frowns at this and then puts on a poker fake as he looks through his magazine.

"Cleaning up your problems. Almost One of them, at least until the reaper showed up. Roman growled at this and shook his head as he covered his laugh.

" I had that under control. Mercury smirks at roman and rolls his eyes.

" Two packed bags and a ticket out of Vale said otherwise and now the reaper has the target. Roman sneers at this and glares at mercury.

" Listen, you little punk. If it were up to me, then I would take you and your little street rat friend here and...Cinder however apears cutting roman off as she glares at him.

" do what roman? Cinder then steps onto an automated lift, riding it down to their level. Roman laughs nervously seeing cinder and anwsers her.

" I'd, uh... not kill them? Emerald seeing her master excitedly calls her name.

"Cinder! Cinder however dosent acknowledge her and glares at roman.

" I thought I made it clear that you would eliminate the would-be runaway. Roman waits a second and slowly anwsers cinder.

"I was going to...Emerald snorts at this in disaproval and shakes her head.

"He was going to escape to Vacuo! Mercury and I decided to take it upon ourselves to try and kill the rat.

Mercury however shakes his head at this and disagrees I think he was some sort of cat, shrugs at this and tilts her head.

" What? Like a puma?

Mercury nods in agreement at this and smiles.

" Yeah, there ya go. Cinder growls at their bickering and snaps at them

"Quiet. Did I not specifically instruct you two to keep your hands clean while in Vale? As Cinder speaks, Roman points a finger at the pair while laughing in agreement and Emerald stammered at this and looked afraid.

" I just thought... while emerald replys,Roman uses his fingers to mime having a slit throat mocking them. Cinder glares at emeralds reply and looks in her eyes.

" Don't think... obey. Emerald nods apologetically and agrees.

" Yes ma'am. It won't happen nods and then mentally snarling in her head she turns to Roman .

"And you. Why wasn't this job done sooner? Roman scoffs As he speaks, he points to his right, then to his left, then behind him.

" Uh..? Eh..? Eh..? EHHHHH! Sorry if I've been busy stealing every speck of Dust in the Kingdom,Mercury smirks at this and rolls his eyes at roman.

"You're an inspiration to every punk with a gun and a ski mask. Emerald laughs at the remark and Roman growls at this while waving his hands around.

"Look around, kid. I've got this town running scared! Police camping out at every corner, Dust prices through the roof, and we're sitting pretty on an old warehouse with more Dust crystals, vials, and rounds than we know what to do with! Speaking of which, if you guys wouldn't mind filling me in on your grand master plan, it might make my next string of robberies go a little smoother! Roman then emphasizes the last word by clenching his fist and glaring at Cinder who, approaches Roman and looks him in the eyes.

"Oh, Roman Have a little faith, You'll know what you need when we need you Besides, we're done with Dust. She begins to walk away while Roman looks away at this and seems a bit nervous.

"O-okay, then what now? Cinder dosent turn around to acknowledge roman and talks as she walks.

"We're moving. Have the White Fang clear out this building. I'll send you details and coordinates tonight. Roman tilted his head a bit at this and looked confused.

"Coordinates? Cinder nodded at this while Looking back at Roman.

" We're proceeding to phase two. Cinder, Mercury and Emerald then begin to walk away as, Roman attempts to light a cigar, but realizes Emerald has stolen his lighter. She turns back to face him and sticks her tongue out defiantly. Roman groans in response to this and uses his cane to light his cigar.

" i really hate these people. Meanwhile , cinder had gone back to her room and had once again contacted therist.

" my lord we are ready to begin your phase two of the plan.

Therists apparition came out of the mirrior and grinned as he looked at cinder.

" very good, with this in motion the greastest power will fall under our control and after grim is ours and i am revived we shall turn the greatest weapons of the hunters against them. Cinder smiled at this and looked up to her master with hope in her eyes.

" and grim? Therist smiled again as his shadowy hand carresed her cheek with affection.

" shall be yours as i have said still, there is much to do before we procced to the final two phases of our plan, grim and his father nocturne being the biggest blocks in our plans however, i am slowly regaing

Some of my power, so nocturne shall be easy to stop, grim however is a prodigy and may give us trouble none the less, i shall awake another general of mine to deal with grim when the time comes now get some rest your going to need it for what is soon to come. Cinder bowed To therist before standing and leaving the room leaving therist alone for the moment until a second apparition apeared behind him.

" whats up brother hows mom. The second apparition scowled at this and growled as his white figure came into focus showing a pitch black skinned man with white clothes,eyes,and hair.

" shes dead and at peace you know that you sick freak your the one that killed her. Therist chuckled at this and nodded his head before he turned around and looked his brother in the eyes.

" so to what do i owe the mighty yin yang visting me from the afterlife for. Yin grinned at his brother and flicked him in the nose to annoy him.

" just here to tell you to give up now. Therist growled at this and stuck his hand through yin making yin laugh.

" aw is some one mad that their gonna lose again. Therist growled at this again and bashed his head on the wall.

" shut up your over zealous prick i will not be made a fool and lose again. Yin chuckled as he stepped back and dodged another punch before speaking.

" you cant physically hurt me brother im already dead im just here to try and get you to change. Therist chuckled at this and then waved a claw in the air menacingly.

" y-your a bigger fool now then you were a thousand years ago, ha to think i could change please the only thing that can stop me is death. Yin snorted at this and shook his head as he began to fade away.

" then your not worth my time not any more i leave you to your fate. Therist growled in response to this and he to began to fade away as he began to go to sleep.

" youll pay for betraying me you all will, starting with the faunus and then those filthy humans. Therist then faded away as did yin who merely sighed as they both disapered leaving only silence. Meanwhile, tukson was boarding a train to vacou with grim helping him on.

" thanks for saving me grim im sorry about andrew. Grims mask kept his expression hidden but, he sighed before he spoke.

" we all miss him but, every person i save honors him so i am glad to do it live in peace tukson. Grim then waved and watched as the train left before he got a new message and an old one on his scroll. The new message was from ozpin inquiring how grim was.

" im well ozpin just saved an innocent today and im exhausted. It didnt take long after grim sent this before ozpin replyed.

" then get some sleep dont over work your self. Grim sighed at this as he slipped off his mask and shadow travled to his room before replying.

" very well thanks for caring ozpin good night. After grim sent his message he then took off his cloak and settled into bed next to ranma as he read the next message which was from ruby a few hours ago.

" hey grim havent seen you yet today hope your okay and having fun love ruby. Grim blushed lightly at this and gupled before thinking and then speaking.

" thank you for your concern ruby but im alright just did the usual today, i hope you had fun as well and look forward to seeing you tomorrow love grim. Grim then smiled at the words he'd heard snuggled ranma and then fell into a peaceful sleep.


	11. Grim stressed plans

In the morning at Beacon a large and unnerving ship descends upon a landing pad. Two Bullheads fly by to show ant-like swarms of people on the paths around Beacon. Meanwhile at the top of a tower veiled behind clouds. Ozpin and Glynda can be seen through the window into Ozpin's office.

"Ironwood certainly loves bringing his work wherever he travels. Ozpin nodded at glynda as his eyes narrowed.

"yes Well glynda, running an academy and a military makes him a busy man But yes, those are a bit of an eyesore. Ozpin then turns to see a hollow-message "Access Requested" on his desk.

" Come in. Then the doors slide open to reveal Ironwood as Ozpin approaches to greet him.

" Ozpin! Ozpin stands at attention at this and nods.

"Hello, General. Ironwood chuckled at this and walked forward as both shake hands as Glynda also approaches.

"Please, drop the formalities. It's been too long. And Glynda! It has certainly been too long since we last met. Glynda rolls her eyes in frustration at this and waves at him.

" oh james, you deal with him oz I'll be outside. Glynda then sighs and shakes her head before she walks away. Ironwood, chuckled at this and watched as she left.

"Well, she hasn't changed a bit. Ozpin chooses not to anwser this As he turns to his desk...

" So, what in the world has brought you all the way down from Atlas? He then pauses as he picks up a mug and a kettle, pouring as he speaks again.

" Headmasters don't typically travel with their students, for the Vytal Festival. Ozpin then turns and offers the cup to Ironwood who grabs it and it clinks as it hits ozpins.

"Well, you know how much I love Vale this time of year. Ironwood then pauses as he produces a canteen from his inside coat pocket and pours its contents into his mug.

"Besides, with you hosting, I thought that this might be a good opportunity for us to catch up. Ozpin walks around to his desk, kettle and a new mug in hand as he sits and pours himself some coffee.

" I can certainly appreciate the quality time between friends, however, a small fleet outside my window has me concerned. Ironwood smiled sheepishly at this and shrugs.

" Well, concerned is what brought face remains blank as he nods and sips his drink.

"I understand that travel between kingdoms has become increasingly difficult. Ironwoods face became serious at this and he narrows his eyes.

"Oz, you and I both know why I brought those men. Ozpin remains silent for a moment before he Takes a drink and sets down his mug.

"We are in a time of peace. Shows of power like this are just going to give off the wrong impression. Ironwood looks uncertain at this and sets his cup down.

" But if what Qrow said is true...Ozpin cut ironwood off at this however as he held up a finger.

"If what Qrow said is true, then we will handle it tactfully, It's the Vytal Festival. A time to celebrate unity and peace. So I suggest that you not scare people by transporting hundreds of soldiers halfway across the continent. Ironwood shrugged at this as he looked a bit ashamed of what ozpin said.

"I'm just being cautious. Ozpin nodded at this as he kept his solem expression and looked at ironwood.

" As am I. Which is why we will continue to train the best Huntsmen and Huntresses we can. Ironwood nodded at this and smiled.

" Believe me, I am. Ironwood then turns and begins walking away but, He stops near the door and looks back at Ozpin.

" But ask yourself this Do you honestly believe your children can win a war? He then waves before he continues on his way to the exit and leaves.

Ozpin sighed at this as he turned around and looked at a picture of his old friends most of which, were alive but some were dead.

" from my experince,I hope they never have to. Meanwhile In the Beacon Academy library, all of Team RWBY and grim are shown playing Remnant special edition: The Game. Weiss and Yang seem calm and are waiting , while Blake, looks obviously distracted, grims face cant be seen as he was wearing his mask, Ruby however, has been contemplating her next move.

" Hmmmmm... All right... All right! Ruby then Points at Yang before shouting at her.

"Yang Xiao Long, prepare your kingdom for battle! Yang nods while Thrusting her elbow down as she balls her fist with a grin on her face.

"Bring it on! Ruby nods before slamming her card on the table.

" I deploy the Atlesian Air Fleet! Yang feigns a look of shock at this while ruby gloats.

" Looks like I get to fly right over your Ursai and attack your walls directly! Ruby then rubs it in more by Makes noises like airplanes flying and bombing as she makes a bird with her hands. Yang grins in her head, Feigning indignance as she points at Ruby.

"You fiend! Ruby is now ducked at one end of the table while talking.

"And since Atlas is part of Mantle, my repair time is only one turn. Ruby then peaks her head up and She gives a look of surprise as, Yang is heard laughing arrogantly. Yang then raises a card and ruby looks disturbed as she sees it before yang slams it down.

"Pretty sneaky, sis, but you just activated my trap card! Giant Nevermore! If I roll a seven or higher, fatal feathers will slice your fleet in two! A scene of a Nevermore flying over a field of swords impaled in the ground plays over the conversation. Ruby however points at Yang and shouts.

"But, if you roll a six or lower, the Nevermore will turn on your own forces! The Nevermore is then shown to be turning back toward Yang.

Yang grinned at this and the two glared at each other as yang spoke.

"That's just a chance I'm willing to take. A few minutes later, Team JNPR is shown to be behind them as Yang and Ruby banter on about the game. Ren and Pyrrha are studying, and Nora is drooling as she sleeps however,soon ruby screams in defeat as yang laughs.

"Nooooo! My fearless soldiers!

Yang stops laughing at this and shrugs as she smiles.

"Eh, most of them were probably androids. Ruby whimpers at this and clenchs her fist.

"Goodbye my friends, you will be avenged. Yang laughs at this and shakes her head.

" Not until I draw my rewards! Which are double round thanks to the Mistral Trade Route! Ruby huffs at this and crosses her arms.

" Bah! Nora follows this up by snores and talking in her sleep.

"Oh. Have pancakes. Yang then chuckles as she plays another card.

"Oh, and what's this? The Smugglers of Wind Path?

meanwhile,Pyrrha clears her throat and then confiscates a comic book Jaune is reading, trading it for a textbook before ruby is heard again.

"Bah! Bah, I say! Yang then fakes an innocent look and grins as she grabs two cards.

" I say, it looks like I'm taking two cards in my hand!

As Pyrrha reads Jaune's comic, a Nevermore player piece is tossed over Jaune's shoulder and then Another piece bounces off of his head as ruby screams in defeat.

"Have you no heart? Ruby then collapses on the table, crying. Grim patted ruby on the back at this before grinning under his mask and talking.

" dont worry ruby ive got this in the bag ill win it for you. ruby stares at grims deck in fear and joy,Yang rolls her eyes and laughs.

"yeah right good luck with that grim your faction has no technology Well, Weiss, it's your turn. Grim chuckled menacingly at this as he looked at his deck before turning to watch weiss who looked confused.

" I have... absolutely no idea what's going on. Yang slides up beside her and puts her hand on her shoulder.

" Look, it's easy! You're playing as Vacuo which means that all Vacuo-based cards come with a bonus. Weiss dead panned at this and stared at yang.

" That sounds dumb. Grim chuckled at this and nodded in agreement.

" i used to think it was to until i picked this faction that is hehehe. While they talk, Yang starts looking through Weiss's cards.

" See, you've got Sandstorm, Desert Scavenge... Oh, oh! She pulls up a card to show Weiss.

" Resourceful Raider! See, now you can take Ruby's discarded Air Fleet—Ruby screams at this in sorrow interupting yang.

" noo! Yang however ignores her and talks.

" —and put it in your hand! Weiss nods at this with intent on her face.

" Okay. Yang then continues to explain with glee on her face.

" And since Vacuo warriors have an endurance against Natural-based hazards, you can use Sandstorm to disable my ground forces and simultaneously infiltrate my kingdom! Just know that I will not forget this declaration of war. Yang then points at weiss before, she pulls away and returns to her seat. Weiss pauses at this and stares at her faction.

" And that means... Ruby excitedly claps her hands and smiles

"You're just three moves away from conquering Remnant! Weiss stands and a thunder clap accompanies Weiss' overjoyed psychotic laughter that she begins to emit.

" Y-yes! Fear the almighty power of my forces! Cower as they pillage your homes and weep as they take your children from your very arms! Grim and ruby stare at weiss in shock but before either could comment yang speaks as her arm is held up in front of them.

" trap card. Weiss looks confused at this and comes out of her madness.

"Huh? Then before weiss knew it, Yang shuffles the pieces on the board, Weiss' pieces disappearing in a puff of smoke.

"Your armies have been destroyed. Weiss slumps in her chair after this, tearing up over being tricked.

" I hate this game of emotions we play. Ruby hops into Weiss' lap at this and encourages her trying to keep her morale up.

" Stay strong, Weiss! We'll make it through this together! Weiss dramatically crys out at this as she and ruby hug.

" Shut up! Don't touch me! Grim chuckles at this remaining silent and waiting as he looks at his deck in silence ready to play his favorite card of the game meanwhile yang is quick to speak,Putting her arms up behind her head and calling to a distracted blake.

"Alright Blake, you're up! Blake shakes her head at this and breaks out of her trance.

"Oh, um, sorry, what am I doing? Yang smiled and waved her hands as she talked.

"You're playing as Vale, trying to conquer the Kingdoms of Remnant! Blake nods at this but still looks distracted not that anyone noticted.

"Right

Grim however silently observes blake and his eyes widen as he notices similar looks on her face to his own but stores those thoughts away to bring up later while jaune approachs the table.

" Hey! Can I play? Ruby shakes her head no at this and smiles.

"Sorry Jaune, we've already got 5 people were lucky grim had the special edition which includes the grim tribes so he could play as well. Weiss nods at this and rolls her eyes as she adds in on the subject.

"Besides, this game requires a certain level of tactical cunning that I seriously doubt that you possess. Yang dead pans at this and tilts her head at weiss.

"Uhh, you attacked your own naval fleet 2 turns ago. Weiss makes an annoyed sound at yangs comment while grim chuckles and whispers burn. Jaune however glares at weiss with a determined look.

"Bring it on, Ice Queen! I'll have you know that I have been told that I am a natural born leader! Weiss sneers at this and rolls her eyes.

"By who? Your mother? Jaune smiles sheepishly at this and stammers as he rubs his head.

"A-and Pyrrha! Pyrrha then apears waving and greeting them.

"Hello again! Jaune then starts Begging with both hands folded together.

"Come on, let me play your hand for a turn! Weiss glared at this and moved her things away from jaune.

"I'm not trusting you with the good citizens of Vacuo! Jaune tilts his head at this and looks disapointed.

"Why not? You've trusted me with way more important stuff before. I mean, you told us all that Blake is secretly a Fa. Pyrrha however darts over and slaps a hand over Jaune's mouth before speaking.

" Fun-loving person, whom we all admire and respect. Jaune laughs nervously while, Everyone except grim looks nervously at Blake who looks obviously annoyed that her secret is out. Jaune coughs at this and smiles and bows before he and pyrrha begin to leave .

Right. That. Ladies, enjoy your battle. Footsteps are then heard as Sun appears holding his fingers in a "peace" sign.

" sup dorks. Ruby smiles at this and waves at him.

"Hey Sun nice to see you. Grim chuckles and nods at sun before laughing out loud.

" just conquering remnant by laying down this card here. Grim then lays down a card called the power of hatred which not only turns the troops of your oppents against themselves but also allows the user of this card to take any and all grimm and use them to win. Yang growls at this and pounds her head on the table, while weiss and ruby cry dramaticaly while, blake still looks distracted as grim cheers making sun laugh.

" ha your as cool as neptune grim so Ruby, Yang, Blake... Ice Queen .Weiss interupts him after that and scowls.

"Why does everyone keep calling me that? Silence is weiss's only anwser and she pouts while sun speaks again.

"I never got a chance to formally introduce you to my old friend. Neptune looks at them all before raising an eye brow.

"Uhh, aren't libraries for reading? Ren replys to this by throwing his arms up and shouting.

" Thank you!Nora then chose to wake up by popping her head up and shouting.

"Pancakes! Sun grins at this and shakes his head.

"Shut up. Don't be a nerd. Neptune raises an eye brow and shakes a finger at Sun.

" Geh, geh, geh, geh! "Intellectual," okay? Thank you. Hello everyone,I'm Neptune. Weiss looks at him in interest and asks a question.

"So Neptune, where are you from? Neptune smiles as he approachs weiss and anwsers.

"Haven,And I don't believe I've caught your name, snow angel. Weiss blushed at this and smiled lightly.

"Um, I'm Weiss. Jaune looks flabbergasted at this and complains.

"Oh come on Are you kidding me!? Grim turns to jaune and shakes his head no before putting a figer to his lips as he slips his mask up. Neptune meanwhile smiles back at weiss and bows causing her blush to get deeper.

" a Pleasure to meet you. Sun meanwhile turns to Blake and looks at the game in interest.

"I never took you as the board game playing type. Blakes eyes widen and she quickly gets up before shoving sun aside As she speaks, and leaves.

"Right, well, I think I'm done playing actually. I'll see you guys later. Sun looked confused and worried at this while, Nora just shrugs and randomly states one word.

" Women. A few hours later, blake was sitting with her knees folded to her chest on her bed. Voices can be heard echoing in her head.

"Brothers of the White Fang, why are you aiding this scum? Romans voice is then heard just as cocky as it was before.

"The White Fang and I are going in on a joint business venture together. The sounds of battle follow next including slashes, grunts, gunfire, and Torchwick's laughter which then turns into her meeting with ozpin.

"Well, this has certainly been an eventful evening. Blake says nothing at first looking at the ground as she makes a noise.

"Hmph. Ozpin sips his drink before eyeing blake closely.

" I'm sure that after a night of thwarting attempted robbery, you probably just want to go home and take a nap. But, I was hoping that maybe we could have a chance to talk. Blake nods at this and keeps a blank look.

"Of course. Ozpin smiles once and then turns serious again as he speaks.

"Wonderful. As you know, in order to enroll at my academy, students must first pass a rigorous entrance exam. Most applicants spend years of preparation training at one of the many combat schools around the world. You are one of the few that did not. And you passed the exam with flying colors. Blakes bow flickered at this as she began to speak.

"I was raised outside the kingdoms. If you can't fight, you can't survive. Ozpin nodded at this and picked up his cup.

"Well, you have most certainly survived, Blake. I admire your drive. And I am proud to run a school that accepts individuals from all walks of life. Rich, poor, Human... ozpin then pauses as he Sips his coffee.

"Faunus..Blake glares at him for that but, Ozpin looks at her with an unreadable face.

" Why do you wear that bow, Blake? Why hide who you are? Blake sighed at this a glare still on her face.

"You may be willing to accept the Faunus, Professor Ozpin, but your species is not. Ozpin nodded at this as he frowned and sipped his coffee.

"True, but we are continuing to take strides to lessen the divide. Blake nods at this and her glare drops as she speaks.

"With all due respect, you need to start taking some larger strides. Until then, I'd rather avoid any unnecessary attention. I want people to see me for who I am, not what I am. Ozpin mutters something under his breathe and looks her in the eyes.

"And what are you? Blake tilts her head at this and looks comfused.

" I don't understand what you're asking. Ozpin sighes at this and runs a hand through his hair as he looks at her.

"How did you know the White Fang would be at the shipyard tonight? Blake speaks quickley at this and anwsers ozpin.

" I didn't. I just happened to be at the right place at the right time. Ozpin nods and this and claps his hands together.

"You wouldn't have been the first. But what happened tonight was not an isolated incident. I may be your headmaster, but I am also a Huntsman, and it is my sworn duty to protect this world from the forces that conspire against it. Blake, are you sure there is nothing else you would like to tell me?

Blake frowns at this and nods with a sad expression.

"I'm sure. Ozpin closes his eyes as he stands up and starts to leave as he speaks.

"Very well. Thank you for your time, Ms. Belladonna. If you ever need to talk to me Please, don't hesitate to ask. Ozpin then shuts the door behind him as The rest of Team RWBY then enter and interupt blakes thoughts as they enter their dorm room.

"Ugh, we should have never let him play losing to grim like that was bad enough but then he joins and humilates me at the game im best at ugh! Ruby laughs at yangs reply and pokes her nose.

"You're just mad cuz' the new guy beat you! See, if you had just attacked when I told you none of this would have happened. As they enter, Blake approaches the door to leave but weiss stops her as she points at blakes hand and speaks, making blake retract her hand

"Stop. Lately you've been quiet, antisocial and moody!Yang rolls her eyes at this and shrugs.

" Uh, have you met Blake? Weiss rolls her eyes at this and ignores yang.

"Which I get is kind of your thing, but you've been doing it more than usual! Which quite frankly, is unacceptable! You made a promise to me, to all of us, that you would let us know if something was wrong! Weiss then flips through the air as six copies of her emblem fly through the air before she speaks pointing a finger at blake.

"So, Blake Belladonna, what is wrong!? Weiss is then shown to be balancing precariously on a chair's back feet. She quickly puts the chair away and returns to stand near the girls while, blake shakes her head at this in stress and seems panicked.

" I just, I don't understand how everyone can be so calm. As blake says this a new voice enters the room causing the girls to jump.

" so its as i thought romans plans have you worried as well. As grims speaks and comes out of the shadows the girls, mostly blake, look at him in confusion and some suspicion until, he speaks again.

" romans plans have me concerned as well, to be honest i saved an ex white fang member from some people in masks who work for Roman, so i think its safe to say hes trying to get their loyalty however, unlike me, Blake hasnt taken the stress well. Blake nods and this and forces a smile as she looks at Grim.

" so you do understand huh. Grim nodded and ran a hand through his hair as he looked at blake with concern in his eyes.

" i promised i would . Blake tears up at this and Ruby seeing Blakes stressed state and hearing her plight, approaches her.

" You're still thinking about Torchwick? Blake nodded with panic still visible on her face.

"Torchwick, the White Fang, all of it! Something big is happening and no one is doing anything about it! Yang smiled lightly at this and tried to calm Blake down.

"Ozpin told us not to worry. Between the police and the Huntsmen, I'm sure they can handle it. Blake glared at Yang after she said this and yelled.

" Well I'm not! They don't know the White Fang like I do. Grim coughed as this and smiled meekly at Blake before speaking.

" to be honest with you Oz knows alot more then you think , after all he knew you were a faunus, and the reason why he hasnt sent any of us out is because hes waiting to see what the enemys planning. All of the girls stared at Grim after he said this, Blake was glaring however.

" and how do you know all that. Grim titled his head at this before using his semblence to scratch Blakes ears calming her down.

" i have my shadows remember they serve as my cameras in beacon, well at least in most areas i dont have cameras in some places for privacy. Before anything else could be said Weiss went back to the orginal subject before speaking.

"Okay, between blowing up nightclubs, stopping thieves, being a vigalantee,and fighting for freedom, I'm sure the four of you think that you're all ready to go out and apprehend these ne'er-do-wells! Ruby tilts her head at this and looks confused.

" Uh, who? Weiss however ignores Ruby with a roll of her eyes and keeps talking.

"But let me once again be the voice of reason. We're students! We're not ready to handle this sort of situation! Ruby frowned at this and tried to argue before weiss spoke again.

"Well yeah, but... Weiss however snaps and cuts her off.

"We're not ready! Blake growls at this and shakes her head in annoyance.

"And we may never be ready! Our enemies aren't just going to sit around and wait for graduation day. They're out there, somewhere, planning their next move, and none of us know what it is, but it's coming! Whether we're ready or not! Grim nods at this in agreement before coughing.

" to be honest you four handle your selves well together, not to mention that you have me and that i kicked Romans ass were ready as far as im concerned. Ruby raises her hand at this and does other random gestures, while looking manic.

"Okay, all in favor of becoming the youngest Huntresses and hunter to single-handedly taking down a corrupt organization conspiring against the Kingdom of Vale... say aye.

Grim nods at this in reply and sits down.

" ive been waiting for this to be honest. Yang Pumps her fist enthusiastically and grins

"Yes! I love it when you're feisty! Weiss shrugged at this and sat down as well.

"Well, I suppose it could be fun. Ruby frowned at this and pouted.

"None of you said aye! Blake ignores this with a smile on her face and nods.

"Alright then, we're in this together! Ruby nods before having a look of thought on her face.

" Let's hatch a plan then ! Yang smiles at this and Double-guns her fingers at Ruby.

"Yeah good thinking sis! Ruby suddenly gasps as she freaks out.

" I left my board game at the library! Grim chuckled at this, and amusedly bopped ruby on the nose.

" ill come with you, never change Ruby your adorable. While Ruby blushed at this weiss Places her hand to her head in embaressment.

"We're doomed. Ruby and Grim then run out of the room and down the hallway.

" we'll be right back! While Ruby runs however she isnt paying attention and crashes into emerald while grim stops in front of her.

" Oo-oof! Oh g-! Sorry. Are you okay? Emerald nods and smiles thinly while she offers her hand.

" I'm fine,Just watch where you're going. Ruby then slowy starts to get out of the slouched postion on the ground as she takes Emerald's hand, while Mercury and grim stand beside them. Ruby then nods as she straightens her self out and stands while grim is looking at emerald and mercury.

" Oh, right, sorry Um, I'm Ruby and this is grim! Are you new? Emerald however freezes a bit at grims name but, she is saved as she steps aside to reveal cinder as she approaches.

"Visiting from Haven, actually. Emerald, mecury and grim turn to look at her, while Ruby stares for a moment and Cinder stares back until ruby speaks.

" Ooh! You're here for the festival! But exchange students have their own dormitory. Mercury shrugged at this and shook his head.

"I guess we just got turned around. Ruby shrugged at this and smiled.

"Hey, don't worry, it happens all the time. Mercury and Emerald then walk past Ruby who, gives cinder directions.

" Uh, your building is just east of here. Cinder nods and smiles at this.

" Thanks. Cinder then walks past Ruby as well, only to stop at grim.

" and its a pleasure to meet the grim reaper as well. Grims smiles at this in appreciation and nods as he looks at her.

" thank you for noticing miss? Cinder smiles in delight as she leans forward and whispers in grims ear.

" cinder, its an honor to meet you. Cinder then gestured in acknowledgement to ruby before spinning off of grim, following emerald and mercury.

" Maybe we'll see you around. Ruby waves as she leans on grim and watches the three leave.

"Yeah, maybe! Oh, uh, and welcome to Beacon! Cinder grins evilly at this, and her eyes glow menacingly as she feels grims eyes on her knowing she had grims focus.

"All acording to plan.

**Hello everyone whos made it up to this chapter, before i do anything else, I would like to thank all the people who take the time to read my story, i truly enjoy fanfiction and the people on here are nice most of the time. Basically what i'm saying is i appreciate my readers, favorites,followers, reviewers, and the community my story was added to, thank you all, and thanks to the reviews i was able to change chapter one up which, truly did suck at one point, thank you.**


	12. Grim discovery

The next morning all of the students are in class and Weiss is patiently waiting out the minute left on her holographic clock displayed from her desk in the classroom of Professor Peter Port, whose dialogue is merely background nonsense as Jaune slides up next to Weiss.

"So, Weiss, y'know, uh, I-I was thinking after this, maybe we could go grab a bite to eat? Jaune then Turns to the teacher for a second, then turns back around.

" And, uh um, I-I've got two tickets to that new Spruce Willis movie, if you wanna make the trip to Vale. I hear it's awesome. Jaune then Pauses as his words have no effect.

" Aaaand maybe after that, we could study together? I mean, you're smart and I'm, uh... Y'know.

Finally, the clock in front of Weiss gives a shrill beep as it changes from 3:59 to 4:00, and she dismisses it with a wave of her hand. The professor is temporarily unaware of the alarm as he is Posing as a towering monster about to attack.

" And then I— Oh. He then stops and Straightens his stance as the students start to leave.

"Timed that one wrong, I guess. Well, the stunning conclusion to this story will have to wait. Until next time!

Jaune dosent seem to get up at first, Watching Weiss as she packs up her Scroll.

"Weiss? Did you hear me? Weiss dosent even look at Jaune as she anwsers while she walks away.

"No, no, no, yes. Upon hearing this, Jaune groans and does a faceplant into his desk.

the rest of Team RWBY walks out of class behind him, Yang however strokes Jaune's hair without even looking.

"One day. Later all of team rwby was getting ready, Ruby as she straps the red laces of her shoes, Weiss gripping the handle of Myrtenaster strapped to her side, Yang's Ember Celica over her left forearm as she slides the chamber, and then Blake as she is tightening the black ribbons around her arms. A full view of Team RWBY's preparations, reveals their new outfits. Blake then begins Approaching her bunk as she tightens her wraps.

" I thought that class would never end. Ruby nods From her position sitting on the hanging bed.

" Alright, guys, today's the day! The investigation begins! Ruby then Happily leaps off her mattress and onto the floor, arms raised excitedly. She almost lands on Weiss, who is on the bottom bunk.

" I'm glad to see we're taking this so seriously. Yang protests at this and trys to look serious.

"Hey, we've got a plan! That's... moderately good. ruby nods as she looks at her team.

" Right everyone remember their roles? Every member of the team nodded and then began to state their objective, Weiss being the first to do so

"You,grim,and I will head to the CCT and check the Schnee records for any other Dust robberies or inconsistencies. Seeing as I'm in the family, it shouldn't be a problem. Blake nodded and then spoke next.

" The White Fang has regular faction meetings to hand out orders and recruit new members. If I can get in, I can hopefully find out what they're planning. Yang grins as she gives a thumbs up.

"I have an old friend on the shady side of town that typically knows everything going on in Vale. Getting information out of him shouldn't be too hard...Ruby responds by pumping her fist in encouragement.

"Great! We'll meet up tonight near Yang to go over what we found Let's do this! Sun then decides to add in from the right.

" yeah. After hearing him, the team turned to see a smiling Sun as he hung upside-down by his tail in their open window. The whole team is taken however seems to be the one most surprised and alarmed.

"Sun! Yang looks curious at this and looks at him closely.

"How did you get up there? Sun shrugged at this and smiled.

"Ah, it's easy; I do it all the time. Weiss glared at him and put her hands on her hips.

"You do what?! Sun chuckled at this and his smile turned into a grin.

" I climb trees all the time! Without reacting to Weiss' scowl, he flips into the dorm room. So, are we finally getting back at that Torchwick guy? Blake nods before stepping forward.

" We are going to investigate the situation... as a a team. ruby shook her head at this.

"Sorry, Sun. We don't want to get friends involved if we don't have to. Sun snorted at that and shook his head.

" Psh! That's dumb! We should always get friends involved! That's why I brought Neptune! Sun then begins gesturing out the windowThe girls lean out the window on top of one another cartoon-style to see the aforementioned teammate of Sun's standing outside, cool as can be.

" 'Sup? Ruby seemed confused at neptune and tilted her head.

" How did you even get up here?Neptune smirked and then anwsered cooly.

"I have my ways. Neptune then nervously smiles and shakes a bit.

" Seriously, though, can I come in? We're like, really high up right the dorm room, the group are standing in a circle as Ruby lays down the new plan.

"Alright, I'll go with grim and Weiss; Sun, you can go with Blake. As she pushes Neptune past Weiss, he slips her a wink. Weiss looks mildly shocked but then comes to her senses quickly. And Neptune, you can go with Yang since she doesn't have a partner. Everyone good? Weiss coughed and interupted.

"Actually, Ruby, why don't you just go with grim? After all, you do have a crush on him if your recent behavior is to reveal anything. Ruby pushed Neptune, who is stiff as a board, up next to yang. When she is done pushing him, he rocks back and fourth looking nervous. Yang put her hand on his shoulder to stop him from rocking. Ruby then soon blushed as se figured out what weiss said.

" that dosent matter here anyways Weiss, who would go with you, then? Weiss shrugged at this and tried to look innocent.

" Well... I guess Neptune could come with me. As ruby goes to laugh, Neptune behind her,puts on a suave look and points at Weiss as the team leader cracks up.

"Hahaha, nah! Weiss is obviously less than amused, yet is powerless to stop Ruby from pulling her by the back out the then sticks her arms out fruitlessly trying to get back to Neptune.

" But! But! Meanwhile grim was watching all of this with ranma at his side from the shadows.

" this day is going to be interesting well then come on little one we have things to do grim then shadow traveled after ruby and weiss with ranma on his tail. Later the group could be seen walkin to a monumental tower that looms over the sparse trees growing around the crossroads below. Ruby reacted first with awe and wonder in her eyes.

" Woooow! I forget how big the Transmit tower looks up close! Weiss nods at this with a proud smile.

" You should see the one in Atlas! Grim nods in agreement and smiles as he remembers the past.

" it is quite a sight. Ruby smiles and nods as she looks at weiss.

"That was the first one, right?Weiss smiled at this and nodded.

"Correct. Weiss, grim,ranma, and Ruby are then seen walking down the final path towards the building. Grim in particular found the tower interesting and turned to weiss as he petted ranma while they walked.

" mind explaining a bit about that. Weiss nods with a smile on her face.

" Atlas developed the Cross Continental Transmit System to allow the four kingdoms to communicate with one another. It was their gift to the world after the Great rolls her eyes at this then pretends to be weiss by acting high and mighty.

" Oooh, look at me! My name's Weiss! I know facts! I'm rich! Ruby then snorts into her hands at Weiss' frown while grim chuckles at this before patting ruby on the head.

" come now dont be rude were all friends now. Weiss shook her head at this with an annoyed look.

" Don't be a pest! Besides, the only reason we're here is because you like the tower so much! We could have just as easily made a call from the library! Ruby nods and shrugs with a smile.

" I know, but it's so coool! Ooh, I'm going to take a picture! She grabs her Scroll from a pocket on her clothes, but in her excitement, the device is launched from her hands, bouncing along the pavement until it lands at Penny's feet.

"Oh! Penny then Picks up the Scroll and extends towards ruby.

"You dropped this. Ruby and weiss stare for a moment and seem shocked while grim looks concerned.

" Penny?! Penny is similarly surprised and hesitates.

" Uuuh... Ruby then speaks quickly with concern in her voice.

"Where have you been? We haven't seen you since that night at the docks! Penny hesitates at this before stammering.

"S-Sorry. I think you're confused. She then suddenly hiccups, throwing the Scroll into Ruby's hands.

" Uh... I've got to go bye! She turns quickly and walks away. Weiss looks at grim before turning to Ruby.

"What was that about?Ruby shrugs and looks at her friends.

" I don't know, but I'm going to find out. Ruby then starts walking in Penny's direction and grim and ranma soon followed almost making ruby protest until grim grew his shadow wings and took to the sky with ranma.

" no room for argument here shes my friend to lets both make sure shes okay. Ruby paused and thought about this as she walked and then nodded with a smile as she shouts back to weiss.

" You go make your call! We'll meet up with you later! Weiss protests reaching toward Ruby to try and stop her.

"Wait! Seeing the futility of stopping her teammate, weiss lowers her hand and sighs angrily. Ruby with grim and ranma following,soon catches up,running up to Penny as she descends the steps until she gets in front of the non-eccentric redhead.

" Penny! Where have you been? It's been weeks! Penny shakes her head at this and trys to seem calm.

" There seems to be a... misunderstanding. Ruby tilts her head at this in confusion.

"What?! Penny continues to walk away making ruby follow while grim watched with suspicion. Ruby then slides down the rail next to penny and looks at her face.

"Penny... Is everything okay? Penny continues forward without reaction until, Ruby grabs her by the arm.

" Penny, please stop! Penny stops turns around and listens.

"Look, I don't know what's wrong, but you have to listen to me! Those guys we fought at the docks, we think they're up to something big, something bad! I need you to tell me what happened to you that night! Please... As a friend. Penny hesitates before sighing, then glancing to her sides swiftly, she walks over to Ruby's side and leans in close.

"It isn't safe to talk then looks around suspiciously, much to Ruby's confusion however grim knew what penny ment as his eyes narrowed at a set of atlas gaurds.

" hmm so its as i first thought shes an android, ironwood what have you done to this poor girl, why is she like this and why do you have her gaurded like this.

Meanwhile, Weiss walks through the grand, glowing lobby of the tower with pride, avoiding the central terminal and heading straight for the elevator doors, which slide open automatically and close when she's inside. The voice of the CCT AI is projected from a panel near the door.

"Hello. Welcome to the CCT. How may I help you? Weiss simply talks with a blank pleasent look on her face.

" I'd like to go to the communications room, please. The CCT AI anwsers this right away.

"Absolutely. Could you please place your Scroll on the terminal to verify your identity? Weiss retrieves her scroll and places it as directed.

"Perfect! Thank you, Miss Schnee. Upon the elevator's ascent, Weiss' expressions shifts from pleasant to serious. Upon entering the room, four symbols are seen on a computer - twin axes and wreaths, three flying swords pointing down, a spear and shield inside a fragmented circle, and a precise winged shape. Weiss walks up to the front desk where a holographic secretary appears in the are then heard before the projection speaks in a polite manner.

" Welcome to the Beacon Cross Continental Transmit center. How may I help you?

Weiss smiled and then stated what she wanted.

"I need to make a call to Schnee Company World Headquarters in Atlas. The CCT AI anwsered quickly with beeping following its words.

"Absolutely, If you could head over to Terminal 3, I'll patch you through. Weiss nods and then says Thank you as she smiles. Weiss then turned around, walking over to her assigned cubicle-like computer, passing a few Beacon students in uniform - one of which is talking to her mother and asking how things are going back in Signal Academy. She sits at her own display, taking a deep, unhappy breath to prepare for the call ahead. The face of a short-haired brunette appears on the monitor with the Schnee snowflake rotating behind her. She does not realize who she is talking to until she looks up.

"Thank you for calling the Atlas- Oh! Miss Schnee! Good afternoon! Would you like me to patch you through to your father? I think your sister Winter might be here as well. Weiss shakes her head pleasantly before speaking.

" No, thank you! I was actually wondering if you could find some files for me. I've compiled a short list. Weiss produces her Scroll, placing it into a slot on the keyboard, creating a series of noises as the Operator looks at the data from her side of the screen.

" I see. If you don't mind... what may I ask is this for? Weiss reply without hesitation making the operator nervous.

"School project. The Operator nervously nodded at this as she scanned over the documents.

"Um... There are some sensitive documents on this list, ma'am. Weiss smiled politely at this and nodded.

"Well, then, I'll be sure to treat them with Operator still nervous nods and types away.

"Right... Very well, The data is being transferred to your Scroll now. Weiss smiles at this and nods.

"Wonderful! That will be all, then. Operator looks curious and speaksnup once againm

"Are you sure you wouldn't like me to patch you through to your father before you go? Weiss loses her smile, but quickly replaces it.

" Yes, I'm sure. Operator nods with an akward smile.

"Well, then... Have a nice day! The call is dropped, and so too is Weiss' happy act, seen in the screen's reflection. Meanwhile Penny stands alone near a two-story building with patio furniture and she is looking around nervously when a hand grabs her shoulder, causing her to jump. She turns to see Ruby grinning. She smiles in return. The two then begin strolling down the street. Penny sighed at they walked and shrugged.

"I wish I could help you, Ruby, but I don't know anything about those looked concerned at this and looked penny in the eyes.

"Well, what happened to you that night? We were all together, and then you just disappeared! Were you kidnapped?Penny quickly interjected, waving her arms in protest.

" Oh, no! Nothing like that! Ruby tilted her head at this, being curious.

"Then where did you go? Penny hesitated for a moment before speaking.

" I've never been to another kingdom before. My father asked me not to venture out too far, but... You have to understand, my father loves me very much; he just worries a lot. Ruby nods and accepts this with a small smile.

"Believe me, I know the feeling and i think grim did to. She grins and Penny grins back.

"But why not let us know you were okay? Penny frowned at this and shrugged.

" I... was asked not to talk to you. Or Weiss. Or Blake. Or Yang. Anybody, really, grim the most. Ruby tilted her head at this and looked amazed.

" Was your dad that upset? Penny shook her head no before anwsering.

"No, it wasn't my father...Before she can continue, she and Ruby hear the sound of megaphones announcing something, turning around the corner to look at the platform in the center of a plaza where the holographic image of James Ironwood is seen before six AK-130 Androids, who are in turn standing in front of two large metal storage cases with the spear-and-shield emblem on their doors.

" The AK-130 has been a standard security model of Remnant for several years, and they have done a fine job. Wouldn't you agree? Wouldn't you agree? the clapping of the gathered audience causes the drones to take a jerky bow as ironwood continues.

"But... the kingdom of Atlas is a kingdom of innovation, and 'fine'... Well, that's just not good enough, is it? Presenting... the Atlesian Knight-200! the doors to the cases roll up, and six new, bulkier, shinier automatons stand at attention before knocking their obsolete predecessors down to the applause of the watchers as ironwood speeks.

"Smarter, sleeker, and admittedly, a little less scary. the robots flex and pose as a demonstration while ironwood smiles and keeps talking.

"These models will become active later this year, but they won't be alone! Now, the Atlesian Military has always supported the idea of removing men from the dangers of the battlefield. However, there are still many situations that will undoubtedly require... a human touch. The last line draws Ruby's and grims ,whileon the other hand looks nervously at her friend.

" Ruby..? Ruby however is distracted by Ironwoods speech and is staring.

" So, our kingdom's greatest minds, in cooperation with the Schnee Dust Company, are proud to introduce... the Atlesian Paladin! ironwood's image is replaced with the hologram of a robotic white behemoth, featuring hinged piston legs, large guns for hands, and a rectangular head, standing at least twice as tall as the Knights below it. Ironwood then continued his voice only being heard in the silence.

"Now, we couldn't have him here for you today, but these mechanized battle suits will be seen defending the borders of our kingdom within the year! Ruby is hunched in awe at this making grim snort in the sky.

"Whoa... Penny however seems concerned and nervous

"Ruby? Maybe we should go somewhere else. At the side of the stage, two armored soldiers see Penny, pointing her out and calling in backup. Penny backs away and then breaks into a dead run, which grim cusses at and uses his scroll to call ruby which snaps Ruby out of her weapon-awe-induced stupor.

" ruby pennys running again. Ruby seeing this looks worried and panicked.

"Penny! Wait! Where are you going? Ruby turns to look back at the soldiers chasing after her friend, and realizing Penny's situation, swiftly follows her in an attempt to catch up down the winding of the Atlas Soldiers sees them before: gesturing to his partner.

"Down here! She went this way! Penny and Ruby run across the street with the soldiers and grim following them, though a honking car nearly runs one over. He manages to brace his hands against the hood, which somehow stops the vehicle, and his partner runs along after the girls. Ruby is still trying to catch up with Penny, but a high stack of crates on a flimsy support is easily cut down by Crescent Rose, causing a wooden avalanche of boxes to block the path. Seeing Penny right ahead of her, Ruby leaps into the air and lands on the alley wall, ricocheting off to grab Penny around the middle.

"This way! Ruby then grimaces before the two disappear in a flash of red and rose petals making grim curse as he flys faster to keep up.

Ruby dashes away as fast as she can while carrying Penny, but the strain is too great, and they crash to the ground a short while later, with Ruby falling all the way into the street. She gets up slowly, and in her dazed state, she doesn't notice the large truck coming up from behind her until the honking is too late of a warning. She stands up just as she's about to be hit, but from out of nowhere, Penny pushes Ruby out of the way and holds her palms out. At that same time in that split second, grims lands behind penny and wraps his wings around her just as the truck slams into pennys hands and grims shadows, making the ground beneath Penny and grim crack and crumble into pieces, and the From Dust Till Dawn truck is lifted a little ways into the air by the girl's sheer strength. She puts it down, and the Shop keep stares in awe at the crumples in his hood, just like the Huntress who got saved. Ruby looks up, eyes wide, terrified, uncertain and gasps at her friend.

"Penny..? Penny gets out of grims hug with with a nod and a smile before turning to the shopkeep.

"Are you okay? Shop keep is nodding, obviously scared.

"Uh-huh... Penny backs away, looking at Ruby's frightened expression, then at the bystanders murmuring to each other in an attempt to understand what just happened. Grim cusses at this and attempts to calm her down but before he can the atlas soldiers show up. Penny In her panic, runs from the Atlas soldiers still chasing her down and bumps into Ruby, knocking the poor girl out of her stupor as her friend tries to get away again.

" Penny! Come back come on grim after her ! she and grim then start going after Penny as the people look at the destruction Penny caused with her bare hands while the soldiers find they lost their target Penny soon comes to a stop once she gets out of the alleyway, looking around for where to run next.

"Um... Uh...Ruby with grims help however left penny trapped as grim landed in front of her while ruby was coming up to Penny from behind, exasperated.

"Penny! Please! What is going on?! Why are you running? How did you do that?! Grim seeing pennys face also adds in gently.

" penny ruby maybe well panicky right now but thats only because shes worried about you, i'am to so please let us help. Penny looks nervous again and stammers as she speaks.

"I-I can't! Everything's fine! she starts to hiccup with each lie.

" I-I don't want to talk about it! (*hiccup*) Ruby steps forward with concern on her face.

"Penny, if you can just tell us what's wrong, we can help you! Grim nods at ruby and steps forward.

" shes right penny she can help, i can shakes her head retreating from her friends in fear.

" No! No, no! You wouldn't understand...

Grim shakes his head at this and looks at penny with compassion.

" penny of course we will were your friends. Ruby nods and adds on to what grim said.

" yes please Let me try! Let grim try You can trust us! Penny finally relents, coming up to Ruby's and grim's faces desperately.

"You're my friends, right? You promise you're my friends?! Ruby smiles with understanding and nods.

" I promise. Grim nods as well and puts a hand on pennys shoulder.

" i promise as stays silent for a second, then, looking down at her hands before speaking. Ruby..grim. I'm not a real then shows grim and Ruby the toll of stopping the truck that would have killed her. Parts of her palm's skin have ripped away, revealing the gray metal underneath. Penny stares sadly at Ruby's face, now completely astounded by her friend's secret as all she can simply say is one word .

"Oh. Grim on the other hand says something that shocks both of them.

" whoever told you, your not a real girl is a dumb ass penny.


	13. Grim kisses

Ruby stared at grim and then turned and looked at penny in shock.

" penny i what? Penny sighed at this and looked at her hands.

"Most girls are born, but I was made. I'm the world's first synthetic person capable of generating an Aura! She then pauses and turns her head to the side sadly looking at grim.

" I'm not a real girl. Grims fists clenched at this but as he opened his mouth to speak again Ruby beat him to it. Rubys face softened at pennys sadness and took Penny's hands in her own.

" Didn't you hear what grim said of course you are. You think just because you've got nuts and bolts instead of squishy guts makes you any less real than me?

Grim smiled at Rubys words and laid a hand on pennys shoulder.

" and you've got emotions as far as i could, those old buckets of bolts didnt have those, all the signs tell that you are a real girl penny. Penny stammers at her friends words and trys to think.

"I don't... um... penny then pauses as she Leans in close to Ruby's face before looking at grim and back again.

"You're both... taking this extraordinarily well. Ruby smiles at this and taps pennys chest.

" You're not like those things we saw back there, You've got a heart, and a soul; I can feel it! Grim nodded with a proud smile on his face to Ruby whos smied back in return while pennys face filled with joy.

"Ooohh... oh Ruby, Grim! penny then runs forward and grabs Ruby and Grim into a hug and shakes them back and forth.

" You're the best friends anyone could have! Ruby groaned and Muffled her groaning at the tight hug.

" I can see why your father would want to protect such a delicate flower! Grim laughs at this and gasps for air from the tight hug. Penny nods and Releases Ruby and grim, fully back to her happy self.

"Oh, he's very sweet! My father's the one who built me! I'm sure you would love him! Ruby giggles at this with a smile.

" built you all by himself? Grim whistles in apprecation while,Penny nods with a smile.

"Well, almost! He had some help from Mr. Ironwood. Ruby looks surprised at this and blinks.

"The General?! Wait... Is that why those soldiers were after you? Penny nods with a smile at ruby.

"They like to protect me, too! Ruby Scoffs at this and shakes her head.

"They don't think you can protect yourself?Penny smiled sheepishly at this and shrugged.

"They're not sure if I'm ready yet... One day, it will be my job to save the world, but I still have a lot left to learn. That's why my father let me come to the Vytal Festival. I want to see what it's like in the rest of the world, and test myself in the arena. Ruby seems surprised at this while grims eyess narrow.

" Penny, what are you talking about? Save the world from what? We're in a time of peace! Penny looks Confused and tilts her head.

"That's not what Mr. Ironwood said. Grim coughed at this point, with a small smile on his face getting the attention of the two girls.

" now that i have your attention penny since you and ruby are both my friends and you gave your secret to us i'll give you two of mine. Penny looked at grim in surprise but that didnt stop grim from talking.

" the first is my pet grimm Ranma who will be arriving shortly. As soon as the words left his mouth, ranma appeared from the roof the the building behind them, looking done at them with a small friendly growl. Pennys eyes widened at this as she stared at the dragon grimm in shock.

" you have a godzilla as a pet where did you even get him only those of therist the reapers bloodline have ever-!? Penny then stopped talking and turned around to stare at grim in shock, making ruby concerned.

" penny what is it?, grim what does she mean by therist the reaper. Grims expression darkened as he saw pennys face and knew she figured out the second secret by herself.

" well ruby by the look on her face, I'd geuss that she just figured out that therist is my grand grand father. Ruby nodded at this knowledge but still looked confused.

" okay so what does that mean. Grim sighed as he rubbed ranma and leaned up against the wall.

" a thousand years ago there were more grimm, human grim being the most dangerous but at the time, humanity was at peace with the grimm. That is until therist reaper and his brother yin yang came along. Yin yang was more human then grimm so he eventually left his tribe thus eventually creating the faunus. Therist on the other hand hated them, so he killed his mother combined the grimm tribes and started the first great war leading to many deaths and the hatred of race we have today.

As grim was about to continue speaking, a cough from Ruby cut him off.

" so how are you related to him if hes dead. Grim scowled at these words and he snarled as he punched the wall behind him.

" because that bastard was never killed, he was sealed away never to return unless a reaper willingly brings him back, everyone in my family was murdered, the cults worshiping therist made sure of that, they killed my mother and forced my father to leave me alone in this darkness.

As grim seethed with rage, both penny and ruby hugged him while ranama rubbed his head on grims legs.

" grim your not alone you have us. Penny smiled at ruby and grim and hugged them both tighter.

" thank you for trusting me with your secret grim, and thank you both for listening. Before another word could be said, footsteps could be heard coming towards the alley causing penny to panic and shove ruby in the garbage.

" hey! Grim laughed at this and held up an arm as penny went to grab him and ranma.

" i got this. Grim then snapped his fingers and the shadows surronded both him and ranama just as both soldiers then came quickly towards penny as they looked into the alley and saw her.

"There she smiled at the soldiers and waved as she saw them.

"Sal-u-tations, officers! The first soldier narrowed his eyes at the currently alone girl as he and his partner came into the alley.

"Why were you running? And what happened to the other girl and boy? Penny looked confued at this and tilted her head.

"What girl? What boy? I was by myself all day! Penny then hiccups loudly, then before anything else could be said grim stepped out of the shadows with a wolfish grin on his face.

" salutations gentlemen may i ask what your going to do with my friend. The first soldier tensed at this and took out his gun before pointing it at grim.

" stop right there who are you and what are you doing here. Grims grin grew bigger and he chuckled as he took one step forward.

" oh how silly of me you must not recognise me, as for what im doing here i saw my friend acting strange and wanted to make sure she was okay. The soldier said nothing to this and cocked his gun making grim laugh while penny looked worried.

" oh you must not know who i am so now i have a question for you two, hows your health plan boys. As grim said this, ranma came to his side, his mask appeared on his face, and his scythe came into his hands. Both soldiers tensed at this, but lowered their weapons as they backed away slowly.

" reaper-we uh we're sorry we were just making sure penny was okay. Grim rolled his eyes at this and nodded at him before turning to penny.

" have a good day penny try not to get in any more trouble eh. Penny smiled and nodded at grim.

" i will grim see you later. Penny then waved at grim before turning to the soliders and walking away with them

" You shouldn't have caused such a scene penny we thought you were in danger try to behave normal when you run. The second solider shook his head at this and looked closely at penny.

" never mind that are you okay? Penny nods and Shows off her "injured" palms.

"Just a scratch. The first solider frowned at her marks and sighed.

"Penny, your father isn't going to be happy about second solider shook his head at this and rubbed the front of his helmet.

" it will be fine penny now Please, lets just get home. Penny nodded and smiled as she walked.

"Yes, sir! As Penny and the soldiers are walking further and further away Ruby and grim look on .. until a rat screeches from below rubys feet, causing the young Huntress to fall and close the lid on herself making grim laugh.

" hold on their partner ill get you , in the ruined parts of Vale, the sound of an engine gets closer and closer until Bumblebee pulls into the street and stops. Yang then begins taking off her helmet, as she gestures with her thumb to the music playing nearby.

"Come on neptune, my friend's right in here! Yang gets off the bike to reveal Neptune sitting right behind her, hair and goggles messed up with a petrified expression of terror on his face.

Neptune looks dazed and dizzy for a second until, he broke his trance.

"Cool... Neptune then Shakes his head, somehow perfectly fixing his appearance, and gets off the cycle, looking around worriedly.

"And where exactly is... here? The music from the Club gets louder once inside to show Junior behind the bar adjusting his cuffs as his Henchmen stock the bottles, carry boxes, and otherwise stand around on the dance floor, until,a Henchman came running inside, shouting.

"Close the door - she's coming! He and another Henchman then proceed to roll the doors shut and keep them closed with their bodies.

Junior scowls at this before Walking out from the bar.

" What are you two idiots doing?! The Henchmen shout incoherently until an explosion knocks them to the ground and forces the doors open, allowing a familiar face to walk in through the smoke as "I Burn" starts playing.

" Guess who's back! Yang continues to smile and pose as eight guns are pointed in her face with an equal number of angry Henchmen behind them. Though this doesn't faze her, she stops and glares at the recording studio where the track is messing up until the frightened bear-headed DJ takes the needle off the record and retreats back under the table with his thumb in his mouth.

Neptune then Appears behind Yang as the Henchmen continue hoisting their guns.

"Yeah, so could you define "friend" for me?

Junior however cuts his way through his goons stopping them while straightening his tie.

"Stop, stop! Nobody shoot. Blondie, you're here! ...Why? Yang smirks at junior before stepping towards him.

" You still owe me a drink. She grabs Junior by the arm and drags him to the bar through the hired however is stunned and stares after yang.

"Whoa-ho-ho-ho, what a woman. Neptune however soon breaks from his lovestruck staring to see the twins Melanie and Miltiades Malachite standing beside him.

"'Sup? Both Melanie and Miltia Together give neptune a hmph! And a Whatever, before They walk away, noses in the air.

Meanwhile, Blake's fingers trace three scratch marks on a wall before peeking around its corner and seeing a pair of horned Faunus as they are ushered into a building by a bearded man. She turns to Sun next to her.

" This is it. Sun looks unsure at this and tilts his head.

" You sure? .Blake onlh glares at him and starts moving towards the entrance while unfastening her bow making him smile.

"Y'know, I'm just gonna take your word for it. The two walk inside the building to a hallway filled with cases, seeing another man announcing.

"New recruits, keep to the right! at the young pair as they follow the path. Sun then speaks up as he holds his mask.

" I don't get it, if you believe what you're doing is right, why hide who you are? Blakes face remained blank as she explained the meaning to sun.

" The masks are a symbol just like grims. Humanity wanted to make monsters out of us, so we chose to don the faces of monsters. Sun shuddered at this and winced.

" Grimm masks... That's kind of dark. Blake rolled her eyes at this and frowned.

"So was the guy who started it. Blake then Puts her mask on and walks on with sun following behind her.

"Always sunshine and rainbows with new recruits to the White Fang are moving in a line to the side of the stage, a mere few dozen compared to the hundreds of white-vested, black-hooded soldiers to their left and up above in the balconies. Blake and Sun look around themselves when they stop, and a fully-masked man with tattoos standing starts speaking before the large sheet emblazoned with the bloody wolf and claw marks.

"Thank you all for coming. For those of you who are joining us for the first time tonight, allow me to introduce a very special comrade of ours! I can assure you, he is the key to obtaining what we have fought for for so long!

The dark pants and brown shoes step forward before the orange tip of theMelodic Cudgel taps on the stage,to reveal none other than Roman, smiling confidently even as the crowd starts protesting.

Roman smirks and starts Waving mockingly.

"Thank you, thank you! As he speaks, Neopolitan walks out from behind the sheet.

"Please, hold your applause! An Antler Faunus Points at Roman from her place right in front of Blake and Sun.

" What's a human doing here?! Romans smirk got bigger as he heard this and strolled around the stage.

"I'm glad you asked, "Deerie"! Now, I'll be the first to admit,humans... are the worst. Roman then pauses and salutes as an example.

"Case in point. So, I understand why you would like to see us all locked away, or, better yet, killed! Sun looks confused and is slowly Leaning over to Blake to whisper.

" So, is he going somewhere with this? Romans smile then got even bigger as he continued.

"But, before the claws come out, I'd like to mention the fact that you and I all have a common enemy: the ones in control, the people pulling the strings, the dirty, rotten humans that run our kingdoms! As the crowd changes their tune and starts agreeing with him Roman gets more confident and bold.

" Government, military, even the schools: they're all to blame for your lot in life! Roman then pauses and lets the crowd cheer as the two heroes share a look.

" And they're all pests that need to be dealt with! Fortunately, I'm the best exterminator around... No offense to any rodents in the room. With a snap of the fingers, the curtain falls, and the whole mass of Faunus applaud at the sight of the Atlesian Paladin-290 behind it, the mark of the White Fang painted on its shoulder. Suns eyes widened at this as he stared in awe of the mech.

" Whoa, that's a big robot. Blake however glared under her mask.

"How did he get that? Roman grins at the faunus and taps the mech.

"As some of you might have heard, this right here is Atlas' newest defense against all the scary things in the world. And thanks to my "employer," we've managed to snag a few before they, uh, "hit the shelves." Now, many of your brothers have already moved down to our new operation in the southeast. If you'd rather stay within the city, that's fine... But if you're truly ready to fight for what you believe in, this is the arsenal I can provide you. Any questions? The White Fang's roaring applause tells him the answer causing him to grin.

Blake seeing whats happening turns to Sun in alarm.

" We should get out of here. However before they could move, the white fang leiutenant spoke up again.

"Will all new recruits, please come forward! Sun panics as the line surges forward with the two having to follow.

" Welp this is a catastrophe! Blake only glared at sun in response as she looked for a way out. Back at the Club, Junior puts down his glass as he sits behind the bar separating him from his attractive interrogator.

"I don't know! Yang growls in frustration and glares at him.

" How can you not know?

Junior shrugs and keans forward to point in yangs face.

"I haven't talked to him! I haven't even seen him since the night you first came in here He paid up front, I lent him my men, and none of them ever. Came. Back. Neptune hearing this Rushes to Yang's side to raise a question of his own.

"So where did they go? Junior waits After a long pause and then speaks.

" What kind of stupid question is that? They never came back! Junior then turns To Yang with a look of disbelif.

" Who is this guy?

Yang growls at this,Pushing Neptune out of the way with one hand.

" Don't worry about him; worry about me. As theh speak Neptune straightens and stands to attention.

"if I don't find out what I want!

Junior sighs at this and shakes his head.

" I already told you everything! Torchwick hired my boys, and I guess he wasn't happy with them, which is something I can relate to!He shouts this at his own men, who grumble and walk away in response.

Yang nods and turns to her partner.

"Come on, Neptune. Both then Turn from the bar and walk away. Neptune follows behind with his hands in his pockets looking curious.

" We get everything we need? Yang nods and shrugs.

"Well, we got everything we can. Hopefully the rest of the team is having better luck.

Meanwhile, The White Fang is still cheering loudly as the recruits are marched to the stage, with Blake and Sun having no choice but to follow along.

Sun starts to panic more and is quickly whispering to Blake.

"What are we going to do?! Blake frowns as she keeps looking around.

"I'm thinking... Sun nods at this and is Watching Roman lean on the robot smoking his cigar and laughing with the girl beside him before he zeroes in on the two, frowning.

" He sees us... sun the Tries to smile and wave but fails. Blake then Noticing the junction box on the wall smirks.

"He can't see in the dark. With that, Blake unsheathes Gambol Shroud, transforms it into a pistol, and shoots at the box, making the lights go out for the whole building and turning the room growls in the dark and shouts.

" Don't let them get away!

Blake with her night vision drags sun with her and bring him to the closest wall.

"Sun! There The window! Roman in response shouts in rage as he hears them.

"Stop them! The two student Huntsmen however make it and crash through the window and start running as fast as they can, the mechanized sound of running power signals the Altesian Paladin's activation, and it crashes through the wall of the building in pursuit of the runaways, who leap off of a car and manage to get on the roofs. The Paladin follows beside them on the street as Blake and Sun run, jump, and flip from rooftop to rooftop.

Sun speaks with panic in his voice Amidst the twirls in the air.

" So you wouldn't happen to have... oh, I don't know... some form of backup?!

Blakes eyes narrow and shes nods

"On it! She grabs her Scroll and puts it to her ear as she continues to jump. Weiss Schnee is seen leaving the Cross Continental Transmit tower's elevator when she grabs her own Scroll and listens to Blake's Scroll-call then plays quickly.

"Everyone! If you can hear me, we need back- Sun is the heard in the backround screaming.

" HEEEELLLLP! Weiss rolls her eyes and starts running out the door, a little smile on her face as she does so. Ruby is still beside the now boarded dumpster with grim and ranma staring at her Scroll.

"Big robot! And it's big robot! Really big robot! Ruby Excitedly jumps up and grins before running out of the alley.

"Oh, we are not missing this come on grim! Grim chuckles and tells ranma to go home before he runs off after ruby to join the is back on the motorcycle in her helmet and sunglasses with Neptune looking at the Scroll in her hand over her shoulder.

" That Torchwick guy is in it! But not, like, it didn't eat him; he's, like, controlling it or something! Yang looks surprised at this and talks to them.

"Where are you guys? Right on cue, behind them, Blake and Sun can be seen running through the street with the Paladin hot on their heels before they all disappear from view. Sun In both person and on the Scroll screams.

"HURRYYYY! Neptune smiles at that and points after them.

"I think that was them.

Yang smirks and nods.

"Yeah, I got it. Putting the Scroll away, she quickly circles her ride around - much to Neptune's alarm - and drives off to follow them. Blake and Sun somehow make it to the highways, jumping down into the busy street and continuing their escape by hopping on cars while the Paladin follows them by pushing vehicles out of the way. Sun pauses to look at their pursuer's path of destruction and offer a quick "Whoa!" before leaping onto more cars, much to the anger of Roman inside the robot, his face surrounded by blue holographic screens. Yang and Neptune are able to follow the mech suit on their ride, coming up next to it as it runs.

" We've gotta slow it down!

Neptune reaches for his gun and nods.

" I got , Roman notices the pair on his sensors and crashes into a multitude of cars with the Paladin's strong bulk, sending them flying towards his chasers. Yangs eyes widen as she shouts back to neptune.

"Hold on! Yang swerves, leaning her bike to the side in avoidance of flying debris while Neptune flails in a panic. Back on two wheels again, Neptune unslings his weapon, aims as sparks start flying, and fires several bolts of blue electricity at the Paladin, causing Roman to grimace from the force of the attacks.

Switching strategies, Neptune flips the gun and it grows a shaft and an energy blade at the end, then jumps from Yang's bike as the spear's head splits in three and drives it into the top of the Paladin. Sun and Blake pause in their car-hopping to look seeing this grows alarmed and calls to his friend.

" Neptune, hang on! Neptune is trying his best, but the mech keeps bucking and threatens to make him fall. Closing his eyes, Sun smashes his palms together, and from the golden Aura around him, his Semblance creates two glowing outlines that copy their creator, leaping off and going back over the tops of vehicles to collide into the Paladin's front. They explode into blinding light upon contact to let Sun leap forward with Ruyi Bang and Jingu Bangheld high, but Roman finally turns enough to send Neptune flying off and knocking into his leader, sending both of them off the highway. As Blake looks on from her spot, she hears weiss's voice from her Scroll.

"Blake! I'm in position! She is seen twirling over a highway and landing in the middle of the road, holding Myrtenaster at the approaching Roman. He smiles as his robot charges the girl, but Weiss spins and plunges her blade into the ground, summoning a circle of ice across the pavement that causes the Paladin to slip and slide. Seeing as how this wasnt enough, Grim came out of the shadows in a shadow copy of the mech and tackled roman causing them both to fall and crash, actually flying over the young Huntress and falling off the ramp, landing further down before Ruby, already having her Crescent Rose out in scythe form is seen. Both of The Paladins stand back up, and the rest of Team RWBY falls beside their leader to take up positions. Roman chuckles, moving the robot slowly towards the girls while he turns his back to grim before speaking to him.

" have fun with my apprentice reaper. Grim looked confused at this before a pink and brown blur crashed into his mech and knocked him out of it, destroying the shadow construct and knocking grim to the ground before pinning him. The girls all stepped forwad to help grim but roman stood in their way cutting them off.

" ah ah ah, you have to get through me first kiddies. Ruby growled at this and called out a formation.

" Freezer Burn! Ruby and Blake jump back out of the way as Weiss performs her same ice-circle trick, but backs out of Yang's way when she jumps into the air and hits the epicenter with her Ember Celica, creating a wave of mist that surrounds Roman. Immediately, the Paladin activates its laser sensors to make up for the lost sight, but it barely sees the afterimage of Blake and narrowly misses the dashing Yang. A gun manages to fire at the area between Blake and Yang, but out from the blast comes Ruby, who slashes the metal with her blade, causing it to falter. Ruby then grins and calls out another formation.

"Checkmate! Blake and Weiss go in this time, each girl going for the feet until Weiss jumps up and stabs a sensor before leaping off of a white glyph. Roman lifts the Paladin's foot to crush Blake, but Weiss summons another glyph under her teammate to launch her backwards before the crushing blow can land. Roman growls and fires off the missiles, but Weiss and Blake flip backwards as the explosions merely hit where they were. Finally, Weiss jumps up too high, and Roman fires a double energy blast at her. Myrtenaster absorbs the damage, but Weiss is thrown back, so she casts a beam of light from her weapon to the ground under Blake, forming a yellow clockwork circle that's absorbed into the Faunus girl and lets her slice through each launched missile with ease in a flurry of super-fast slashes. Ruby growls Running into the fray.

" Ladybug! Ruby shoots herself forward and cuts at the robot's legs, then turns as Blake aims herself at the giant's feet as well. They both dash forward and attack at the same time, circling each other around the Paladin with each strike until they both launch themselves into the air and come down together on the shoulder, cutting off the left arm entirely.

Meanwhile grim was still currently pinned looking up at the girl who managed to trick his shadows.

" so your sembelence is illusion huh, impressive its effective against my shadows. Neo grinned at grim and got up as she sign languaged at him.

" why thank you, ive heard much about you reaper my name is neopolitan or neo for short, and I am happy to be working for you, sorry about having to fight you though, appearances you know. Grim nodded at this and grinned as he rolled his shoulders.

" yes well you know how to move but, do you know how to fight. Grim then quickley shadow traveled and attempted to punch neo in the back only for her to block it with her umbrella.

" hmm this should be fun. Grim then tried to kick neos legs out from under her,only for her to jump and dodge the attack before she came back down and tried to spin kick grim in the face. Grim however brought his fist up and blocked the attack causing him to slide back a few inches.

" tch that hurt better be quick in my attacks then. Grim then sunk into the shadows before re-apearing behind neo to try and punch her again, only for her to mover his fst and try to smack him hard in the face with her umbrella.

However, luck was on grims side this time as he used his fist to push the umbrella off course, which allowed him to grab neo by the arm and throw her hard into the dirt. Neo however, didn't stay down long and quickly rea-peared in grims face before landing a solid punch to his face and a kick to his chest sending him down on the ground.

" D-amn that hurt, hehe, your good Neo, that sembelence of yours makes you an equal fighter to me with your combat skills. Neo bowed at this and grim grinned as he wiped some blood from his lips.

" well time to get serious again. Both grim and Neo then dashed forward and their fists met in midair causing the two to enter a stalemate for a split second before they jumped away and attackted again. Every hit grim tried to land was either moved or blocked by Neos hand or umbrella, while neos attacks were moved or blocked by grims hands.

Meanwhile, Yang doesn't waste a second, jumping onto the Paladin's back and punching the top with fiery shotgun blasts. Roman is knocked around in the cabin, but seeing as he can't reach her with his remaining mechanical arm, he runs backwards through two columns and leaves her embedded in a third before backing away and turning towards her. Just as she is falling down, the remaining arm extends a closed fist, and when it punches her, she flies through the column and doesn't get up. Blake looks worried for her partner and calls to her.

"Yang! Ruby smiles at this and turns to her.

"Don't worry! With each hit she gets stronger, and she uses that energy to fight back! That's what makes her special. Yang slowly gets back on her feet, hair burning a brilliant white as she clenches her fists. Sensing victory, Roman throws a punch, but Yang catches it in her own hand,despite the ground cracking beneath her, and eyes red with rage, smashes her knuckles into the second arm, obliterating it under her desperate with his armless robot, Roman immediately kicks Yang to the side, but as she passes her sister and teammates...Ruby gives an order.

" Bumblebee! Blake throws her Gambol Shroud out for Yang to catch while flying, and the Faunus uses the momentum to swing the glowing girl around for a final hit to the robot. Roman, however, steps out of the way just in time to avoid complete destruction. Ruby seeing this narrows her eyes We have to slow it down and best it quick who knows what happening to grim!

Weiss turns to her and tilts her head.

" And how do you propose we do that? Ruby grins at her and brings up crescent rose.

" Ice Flower! Twirling their weapons so they both point at Roman, Weiss creates a series of glyphs in front of the scythe's sniper barrel, and a single shot through the circles creates a dazzling spiral of energy that creates large icicles upon impact with the Paladin. Ruby continues to shoot as Weiss freezes the fire, and as the ice completely envelops the robot's body, Blake swings her partner around in a circle one more time, but with Roman unable to move, the Paladin is hit by the speed and power of Yang's fists, flying into the air before crashing down in a hundred pieces and a defeated criminal. Roman groans Getting up, slightly dazed but unharmed, as he inspects the damage while brushing himself off.

" Just got this thing cleaned. Everyone then looks behind roman to see an exhausted grim and neo locked in a stalemate with neo pinned to the ground. However, grim is soon knocked off her as she slides up his mask and lands a kiss on his lips stunning him and the others.

Yang however , is still burning with her absorbed power, fire a single shot at the defenseless thief, but he's saved at the last instant when Neo drops in front of him and merely opens her pink umbrella, deflecting the blast entirely. The new arrival hangs the weapon over her shoulder as Roman addresses the victors.

"Ladies, reaper,Ice stomps at this and protests.

"Hey! Roman smirks at her reaction and bows with his hat.

"Always a pleasure with the reaper at least! Neo, if you would... The pink-and-brown girl curtsies her enemies with a bow, but Yang will have none of it, charging forth with fists raised to strike the outlaws... only to break their image as if made out of a mirror and turn just in time to see them escape in a Bullhead. The rest of team RWBY runs up to Yang's side, now cooled down with the end of the fight.

" So I guess he got a new henchman that can match grim. Weiss noded and made a joke.

"Yeah, I guess she really made our plans... fall apart! Yang glares,while Weiss smiles, Ruby giggles, and Blake starts walking away to check on grim.

" No. Just... no. Weiss puffs and crosses her arms,Getting mad..

"What- But, you do it! Yang growls at this and shakes her head.

"There's a time and a place for jokes. Weiss looks surprised at this and tilts her head.

"Was this not it? Yang shakes her head no and rolls her eyes.

" No, it just wasn't very good. She then turns and Follows Blake to check on grim Weiss pouts while Walking with her teammates

"Well, at least I'm trying! Ruby looked at grim in concern and laid a hand on his shoulder.

"hey grim you okay. Grim snapped out of his shocked state and yawned as he stretched.

" yeah just tired and surprised. Ruby nodded and looked down at grim in concern while yang smirked at him.

" i can't believe a kiss beat you grim. Grim blushed at this and grumbled as he put his mask back on.

" hey it was unexpected okay, and that was my first kiss she stole anway how would you feel if someone stole yours.

Blake smirked at yangs look of shock and then turned to grim with concern.

" are you going to be okay. Grim nodded as his blush faded and sighed as he slipped his mask off.

" i'll be fine it wasnt that bad still-. Weiss however cut him off with a smirk.

" you wish you could kiss ruby right. Grims eyes grew wide at this and both he and ruby blushed as he stood up and shadow travled back to his room. Ruby seeing grims departure, blushed a bit brighter but quickly thought of a way to divert attention away from her.

" Wait... Where are Sun and Neptune? Meanwhile,Sun and Neptune are sitting in the middle stools of the "A Simple Wok Noodle House" eating their plates of noodles with the Shopkeep behind the counter and their weapons leaning on the other two coughed for a second and turned to sun.

" They're probably fine, right? Sun shrugged and kept eating.

"Probably. His question answered, Neptune turns back to his noodles, and keeps eating.


	14. Grim Adressing

The next morning began with a spar of pyrrha and team CRDL before the match, was gearing up in a locker room and it didn't take long As, she walks out of the locker room with determination on her face. the fight then began with her sparring with Cardin and eventually, the fight included the other members of Team CRDL. her spar with Team CRDL went on for a little while to pyrrha gained the upper hand and easily beat all of the team before finishing of cardin by slamming him into the ground and back flip spin kicking him into the air. Glynda then approaches from behind Cardin who clutches his ribs where he landed.

" And that's them atch. cardin groaned at these words as he is barley awake when he hears them.

" Lucky shot. Cardin then collapses as, Glynda then walks past him and nods at pyrrha.

" Well done, Miss Nikos. You should have no problem qualifying for the tournament. Pyrrha nods with a smile.

" Thank you,. Glynda nods Tapping her scroll.

"Alright, now I know that's a tough act to follow, but we have time for one more sparring match. Glynda then pauses and looks around at the observing students.

"Any volunteers? Ms. Belladonna? Blake hearing her name, slams her book shut and stares wide-eyed at Glynda.

" You've been rather docile for the past few classes. Why don't you -Mercury then raises his hand cutting her off.

"I'll do it. Glynda nods at his words and looks at him.

"Mercury, is it? Well, let's find you an partner. Mecury however raises his hand again and points at pyrrha.

"Actually, I wanna fight... her. Pyrrha seems surprised at his choice and tilts her head.

"Me? Glynda frowns at his choice and shakes her head.

" I'm afraid Miss Nikos has just finished the match. I recommend you choose another partner. Pyrrha shakes her head at this and waves her arm in dismisal.

"No, it's fine! I'd be happy to struts into the arena, visibly sizing up Pyrrha. Their spar begins when he makes the first attack and is knocked down. Recovering quickly, he deflects an attack and begins trading blows with Pyrrha until she knocks him back with her fist. Ruby turns toward Emerald sitting behind her.

"Hey, your friend's doing pretty good. Emerald gives a fake smile and then rolls her eyes as Ruby turns her back however, she quickly turned back to the fight when she saw grim glaring at her. Mercury unleashes a series of powerful strikes. Pyrrha allows his kick to slam against her forearm before Mercury manages to disarm, a kick impaling her blade into the ground. Pyrrha uses her Semblance to redirect the direction of Mercury's next kick. As she charges him with her shield, he shoots off of it and turns his back to her. Pyrrha tries to rush him again. Mercury then non-chalanty surrenders to almost every ones surprise.

"I forfeit. Pyrrha almost stumbles as she stops beside him. "You... don't even want to try anymore? Grims eyes narrowed at this and studied the two closly as Mercury was shrugging.

"What's the point? You're a world-renowned fighter. We're obviously leagues apart. Glynda seeing the end of the match then speaks up.

"In that case... Pyrrha Nikos is the victor of the match... again. Emerald smirks at this announcment while,Mercury sneers smugly. Pyrrha has a annoyed and disappointed look on her face, and places her left hand on her hip. The Aura displays for Pyrrha and Mercury are shown as Mercury's is changed from green to red indicating his loss. Glynda glared at mercury and rolled her eyes.

"Next time you might want to think a little harder before choosing an opponent. Mercury smirks at glynda and responds with saracasm in his voice.

" I'll be sure to do that.

An alarm then sounds which jolts Blake who has nodded off. Glynda then looks at all of the class as she speaks.

" That is all for today. And remember, the dance is this weekend. But you all have your first mission on Monday. I will not accept any excuses. As everyone leaves, Mercury stops beside Emerald.

"Learning is so much fun. As cinder and her group go to leave, she notices that grim hadn't left yet, and was staring after them. Cinder smiles at grim and winks at him before turning around and leaving. Outside, team SSSN are standing at the entrance as Team RWBY walks past. Sun notices Blake and runs after her.

"Hey, Blake! Sun grabs Blake by her shoulder and looks at her in concern.

" You uh, doing okay? Blake shuts the book she is reading and nods.

"I'm fine. Sun smiled at her confimation and nods.

"So I hear that there's this dance going on this weekend, and it sounds pretty lame, but you and me, I'm thinking, not as lame, huh?Blake looked confused at suns words and tilted her head.

"What? Sun keeps the he had smile as he explains.

"The dance! This weekend! You wanna go, or what? Blake shakes her head at this and scowls.

"I don't have time for a stupid dance. I thought you of all people would get that. Blake then walks away past her team as, Sun sinks from his rejection making Ruby and the others frown. later in team RWBYs dorm room,Blake is sitting with her arms crossed while grim is standing by the door with a steadily building look of annoyance on his face. Ruby spoke to blake first with a look of hope on her face.

" We want you to go to the dance Blake. Blake glared at her team and shook her head in denial.

"That's ridiculous. Yang frowned at blakes glare and stepped closer.

" Blake, we're worried about you. This investigation is starting to mess with your head. Weiss nodded in agreement, counting the facts on her fingers.

"You can't sleep, you hardly eat, and to be honest, your grades have been suffering. Blake shrugs and points out the window.

"You think I care about grades? People's lives are at stake! Yang sighs and puts her hand on Blake's, lowering it.

"We know, and we're also trying to figure out what Torchwick is up to. Ruby smiles and points at blake.

"Thanks to you and Sun, we know that they're operating somewhere outside of southeast Vale.

Weiss nods in agreement and adds in her information.

"And, the Schnee company records singled out Vale as the primary target for Dust robberies over the last few months. Yang nodded and chimed in on what weiss was saying.

"Don't forget about their missing military tech too. Blake glared at this and raised her arms and pulled her hair.

"But there's still unanswered questions! Grim finally unable to take anymore explodes into the conversation with a growl.

" BLAKE BELLADONA now you listen here, questions are not more important then your health, their not more important then your team, and their especially not more important then your teams help, what happens if you fight like this huh? You'll die and drag the team down with you. Ruby seemed stunned at grims words before nodding and speaking.

"Grims right Blake, you won't be able to find anything if you can't even keep your eyes open! Yang sighs and looks into blakes eyes.

"All we're asking is that you take it easy for one day. Weiss nods in agreement and smiles.

" It will be fun! Yang and I will make sure of it. Yang nods with a smile towards weiss and blake.

"Yeah! We're planning the whole event! Yang then pumps her fists which causes the bed to bounce Blake. Blake seemed surprised at this information and tilted her head.

" Excuse me? Weiss shrugged and kept her smile.

"Team CFVY's away mission lasted quite longer than then jumped in with an even bigger smile.

"So, Weiss and I decided to pick up where they left off. And now we can make sure you can have the perfect night. Weiss nodded and added in with a smile.

"And once it's all over, we'll return for our search, rested and ready. Ruby then smiled and looked up at blake with wide curious eyes.

"So what do ya think? Blake rolls her eyes at her teamates words.

"I think this is a colossal waste of time. Blake then walks away from the group stopping to frown apologetically at grim and then opens the dorm door.

"I'll be in the then walks out of the room causing yang to roll her eyes.

"Great. Grim sighs and rubs his temples.

" this is troublesome. Weiss nodded at grims words as she looked at the door in concern.

"She can't keep going on like this. Then unexpectedly, there's a knock at the door and when Weiss approaches and opens it, Jaune appears at the door with a guitar as he begins singing.

"Weiss! Weiss slams the door in his face. Jaune pouts from behind the door and complains.

"Oh, come on, open the door! I promise not to sing. Grim hearing this trys to make it to the door first but fails as Weiss opens the door allowing jaune to begin singing.

"I lied! Weiss Schu-nee, will you accompany me, to the dance on... Sunday! Weiss deadpanned at jaune and stared at him.

" Are you done? Jaune nodded while shrugging.

"Yes? Before another word could be said,grims fist landed in jaunes face sending him into the wall and knocking him out, causing weiss to laugh evilly before slamming the door closed.

" blech his singing was bad.

Weiss agrees with grim and then Turns around, and sees the others staring at her.

" What? Both girls are standing precariously while grim is still smiling.

" And that is why they call you the Ice Queen. Ruby finally collapse and grim laughs while Weiss sighs and shakes her head.

"All my life, boys have only cared about the perks of my last name. Besides, I already have a date in mind. Ruby shakes her head at these words with a firm look.

" Date or no date, none of this will matter if we can't get Blake to go. Grim turned around at this and then walked over to Ruby before bowing with a smile on his face.

" oh that reminds me, miss Rose would you care to accompany me to the dance. Rubys face grew as red as her cloak hearing what grim said but, when she opened her mouth to speak all that came out was air as she fainted, causing Grim,Yang,and Weiss to laugh. That night, Pyrrha and Jaune are sparring at their spot on the roof. Jaune appears to gain the upper hand until Pyrrha sweeps his legs out from under him.

" Well done! Your swordplay's improved. pyrrha then helps Jaune to his feet causing jaune to smile.

"I couldn't have done it without nods and has a light smile.

"So, are you ready to move on to Aura? Jaune shrugs and frowns.

"I'm actually thinking that maybe we skip Aura for tonight? Might go on a jog or something. Pyrrha smiles understandingly and tilts her head.

" Come on, I know you get frustrated. But you must keep trying. I'm sure you'll discover your Semblance any day now. Jaune hesitates speak shaking his head.

" That's not it. It's just... It's dumb. Pyrrha seems concerned at jaunes words and approaches him and places her hand on his shoulder.

" Jaune, you know you can tell me. Jaune hesitates a second more before speaking.

"It's... Weiss. Pyrrhas face falls slightly but she remained calm.

" Oh. What about her?

Jaune chuckled halfheartedly and rubbed his hair.

" I asked her to the dance and she shot me down Big surprise, right? Pyrrha hesitates and smiles a bit before speaking.

"Well, I believe the saying goes: There's... plenty of fish in the sea. Jaune rolled his eyes at this and smiled at her.

" That's easy for you to say. You've probably got guys clamoring over each other just to ask you out. Pyrrha chuckles half-heartedly at this and trys not to frown.

"You'd be surprised. Jaune dismisses the thought with a smile.

"Oh please. If you don't get a date to the dance, I'll wear a dress. Heh. He then walks away and Pyrrha drops her smile and looks rather upset. However, before she could leave, grim stepped out of the shadows.

" hello pyrrha, having boy trouble. Pyrrha blushed faintly at grims words and looked at the ground as she spoke.

" boy trouble- i- uh what ever do you mean grim. Grims eyes narrowed at her nervous stature while he chuckled in amusement.

" give it up pyrrha its clear that you like jaune, the only one who dosent see that is the blonde dumbass himself. Pyrrha blushed even deeper at this and looked up at grim in frustration.

" okay so i like jaune, that dosent explain why your here. Grims face softened at this and he walked around her to stare up at the moon.

"my shadows see all, and i was there when you first wanted to help jaune. Pyrrhas face filled with shock and then anger when she heard grim say this, causing her to storm over to him in anger.

" so you could have stopped cardin from black mailing him why didnt you. Grim turned around with a snarl at pyrrhas words causing her to jump back from fright.

" do not take me for some cheap puppeter that uses for entertainment, i let that happen because jaune needed to be taught a lesson to trust in his team, his friends, and his best friend, this new situation is no different except this time the blonde dumbass has puppy syndrome and cant see whats two feet in front of him. Pyrrhas face morphed from understanding to confusion at grims words causing her to tilt her head.

" what do you mean by puppy syndrome? Grim snorted at this as he shook his head and scowled in the direction jaune went.

" that idiot became attracted to the first pretty thing he noticted just like a puppy and now he cant see anything else but that, tch the fool, he'll see that weiss and neptune are going to be a thing then hes going to put that dress on and come to you to ask you for a dance mark my words and my money for i'am betting a hundred lien on this. Pyrrha seemed surprised at grims thoughts on the matter and smiled at his words.

" so you really want me and jaune to get together huh. Grim rolled his eyes at pyrrhas words and bent down to pick a rose from a bush.

" everyone does its what we're all waiting for, for dusts sake. Pyrrha smiled at this and ran up to grim before hugging him.

" thanks for not messing with our love lives grim. Grim returned the hug and chuckled at pyrrhas words.

" oh its no big deal, now if you excuse me i have some things to take care of ta ta. Grim then once again sank into the shadows leaving pyrrha to smile at the moon.

Meanwhile emerald and mercury are going through a list of names for cinder.

" And finally, Pyrrha Nikos. Cinder looks up at emerald after these words and stops sewing her black dress . Emerald is sitting on the floor while looking at her scroll, and Mercury is lying on the ground and reading a comic book.

"Ah, the invincible girl. Mercury chuckles at cinders words and shakes his head.

"She's smart, but I wouldn't say smiled at these words and her eyes filled with evil intent.

"Do tell. Emerald nodded and ran a hand through her hair.

"Her semblance is Polarity. But you'd never know just by watching. Mercury grimaced as he nodded regretting fighting her a bit.

" After she made contact with my boots, she was able to move them around however she wanted. But she only made slight adjustments. Emerald nodded and smirked.

"Just enough to make it look like she's untouchable. She doesn't broadcast her power, so it puts her opponent at a disadvantage. Cinder hummed at this in appreciation and smiled.

"Hmm... People assume that she's fated for victory, when she's really taking fate into her own hands. Interesting. Add her to the list. Mercury shrugged at cinders words and looked at cinder.

"You should be able to take her no problem. Cinders smile grew bigger at the compliment as she hummed while she sowed again.

"It's not about overpowering an enemy. It's about taking away what power they have. And we will, in time the masters plan will looked up at cinder as she spoke and then down at the list in confusion.

"hey if we're taking people that are powerful out why isnt the reaper on this list. Cinders eyes blazed with fire at these words and emerald jumped back with a whimper.

"NO one touches the reaper BUT me, he is MINE and all i have to do to get him is wait. Mercury frowned at hearing the plan and crossed his arms.

" I hate waiting. Cinder then turned and calmed down at the sight of mercurys face with a chuckle.

"Don't worry, Mercury. We have a fun weekend ahead of us. The next morning began with a glum Ruby resting her head on her hand and staring into the distance before she's startled by weiss slamming their palms on the table she's at.

"I need you to pick a tablecloth. She then slides two squares over to Ruby, both seeming to be similar shades of white. Ruby tilts her Confused at the color.

" Aren't they both the same? Weiss shakes her head and Sighs in frustration.

" I don't even know why I asked!

Weiss then walks away, as Yang comes in carrying a massive sound speaker on her shoulder, which bounces her sister and the table she's moping on again to jump in the air when she drops it on the ground. Yang smiles as shes brushing her hands while she approaches Ruby.

" So, have you picked out a dress yet? Ruby groans and shakes her head.

"What's the point? Who cares about the dance if Blake isn't going? Yang grins and pokes her sister.

"Oh, i know you want to go with grim you don't have to hide it, and don't worry; she's going. Yang then Looks over at weiss, and is getting exasperated.

" Weiss! I thought we agreed: No doilies! Weiss glares and Walks up to Yang, pointing in her face.

" If I don't get doilies, you don't get fog machines! The girls are then interrupted by the sound of doors and neptune is then seen walking in with Sun.

" Your dance is gonna have fog machines?Weiss nods while smiling and Stepping up to him, becoming sweet.

"We were thinking about it... Neptune grins and nods.

"That's pretty cool. Sun is then seen Coming into the scene, acting suave to Weiss' ire.

"You ladies all excited for dress-up? Ruby laughs at that and shakes her head.

" Pfft... Yeah, right! Yang rolls her eyes at her sister and smirks.

" Laugh all you want. I'll be turning heads tomorrow night and i know you'll want to be turning grim's! Ruby blushed at yang's words while Weiss addressed Sun and Neptune.

" What are you two wearing?Sun hesitates and shrugs.

" Uuhhh... this? Sun then Gestures to his current shirtless outfit as Neptune Steps up and holds a hand in front of his friend's face.

" Ignore him for he knows not what he says. Sun glares at these words and Knocks Netpune's hand away.

"Hey, I may have moved to Mistral, but I grew up in Vacuo. It's not exactly a shirt-and-tie kind of place. Yang deadpans Mirroring Ruby's and Weiss' looks of being told something extremely obvious.

" Yeah, we noticed. Sun chuckles Rubbing the back of his head, preparing to ask.

" Soooo... what does Blake think of all this? She still being all, y'know... Blake-y?Weiss turns and crosses her arms.

"Obviously. Ruby groan'd and face palms.

" I still can't think of a way to change her mind. The room stays quiet for a moment before yang starts walking out and speaks.

" Guys trust me; Blake will be at the dance tomorrow. Meanwhile, Grim stepped out of the shadows in front of cinders room and knocked. Grim then waited for a minute or two before cinder answered.

" hello, oh it's you grim to what do I owe this visit. Grim stared at cinder for a moment and then stepped inside the room making cinder back up and smile.

" your little cronies were watching my friends make sure they behave miss cinder. Cinder smiled at this and nodded as she stepped closer to grim.

" oh don't you worry grim i,ll make sure they behave and if they don't you can punish me i am a very bad girl after all. Grim blushed at these words and coughed as he backed up.

" yes well um i'll keep that in mind miss cinder have a good day. Grim then left cinders room leaving her alone with a grin on her face. Meanwhile, Blake is sitting at one of the library tables with a holographic screen in front of her. She is obviously more sleep-deprived than ever, barely focusing on what she's seeing... until a small, bright red light appears on the screen. Moving up and down, Blake's eyes follow it down to her hand, then disappears entirely. She looks behind herself, obviously irritated, but no one walking among the tables is her back to the computer, she starts typing on the beeping keyboard before the laser dot appears on her hand briefly, prompting her to look around again and still find no one. The red point shows up on the screen, moving around in circles until Blake scowls and pounds her fists on the table. She stands up from her chair and finds the light on the floor, following it blindly through shelves of books until both the dot and its pursuer turn the corner, only for Blake to bump, shocked and shaken out of her more "animal" instincts, into...Yang Waving with her left hand as her right holds the laser pointer, in a sing-song voice

"He-lloooo! Blake seems confused at her actions and tilts her head.

"What are you...?Yang Grabs Blake's arm.

"We need to with talk. And with that, amid Blake's single cry of surprise, Yang whisks her partner out of the room. Meanwhile,Emerging from the steaming bathroom in nothing but a pink towel wrapped around his lower body, Ren sighs in contentedness and starts walking away, only to be stopped by Jaune suddenly appearing in front of him.

"We need to talk! And with that, amid Ren's single cry of surprise, Jaune pulls his teammate away, leaving his bottle of "Samurai Shampoo" to spin in the air before dropping to the ground.

Jaune is later then seen Sitting on his bed in the dorm room, talking to Ren.

" Ren... I'm just gonna say it. You are one of my best friends. These past few months, I feel like we've really bonded, even though you don't say much. I mean, you're really quiet. To be perfectly honest, I don't know that much about you, personally, but darn-it, I consider you to be the brother I never had!

Ren nods looking extremely uncomfortable in just a towel, but he still smiles to Jaune when he's done.

" And I you. Ren then tries to be attentive from then on, but keeps glancing at his usual outfit hanging by the door.

"Which is why I wanted to get your advice on... girls. Ren looks surprised, but starts reaching out for his clothes while Jaune is looking away.

"Girls? Jaune nods Trying to find the right words.

" I just... don't know... how to... girls. Um, I-I guess what I'm asking is... Well, how did you and Nora... y'know...

Ren Puts his hand down after almost touching the green robe, but looks even more awkward now.

" I uh... Uh... uh... uh...

Nora then Clears her throat to get the boys' attention on her, wearing nothing but her emblazoned headphones, a "BOOP" T-shirt, and pink lightning bolt underwear as she reads a book resting on her knees, before she laughs nervously.

" We're actually not "together-together..."

Jaune growls at this and yells.

"NORA I SAID HEADPHONES ON! Nora nods does so quickly under her leader's is now focusing on his friend fully concerned.

" Jaune, what is this all about? Jaune Sighs deeply before speaking, obviously depressed by staring at the floor as he talks.

" It's Weiss. I'm completely head-over-heels for her, and she won't even give me a chance. She's cold, but she's also incredible. She's smart, and graceful, and talented. I mean, have you heard her sing? I-I just wish she's take me seriously, y'know? I wish I could tell her how I feel without messing it all up. Pyrrha then speaks up from out of the room.

" Then do it. Jaune then Looks up to see Pyrrha in the doorway, with Ren and Nora doing the same.

"Uh, wha? Pyrrha smiles Walking into the room.

" Tell her exactly what you said. No ridiculous schemes, no pick-up lines. Just... be honest. Jaune hesitates and stammers at these words.

" But what if I- Pyrrhas smile softens as she looks at jaune.

" Jaune You can't get it wrong if it's the truth.

Jaune nods as he Looks up with a new confidence as he gets up to leave.

"You're right, Thanks, Pyrrha! And Good talk, Ren! Ren smiles and waves his thanks while Jaune closes the door. Upon doing so, Pyrrha becomes noticeably less cheerful as she walks over to her desk, with a concerned Nora watching her with sad eyes.

" Practice what you preach, Pyrrha.

Meanwhile,Blake had been dragged into an empty classroom by yang.

" Yang, if you're going to tell me to stop, you may as well save your breath.

Yang smiles while Sitting cross-legged on the central desk of the empty classroom they're in, orange light shining across her calm features.

" I don't want you to stop; I want you to slow down. Blake growls Continuing to pace with arms crossed, still irritated.

" I don't have the luxury to slow down. Yang shakes her at this behavior and looks firmly at Blake.

"It's not a luxury; it's a necessity. Blake frowns at these words and disagrees.

"The "necessity" is stopping Torchwick. Yang nods and smiles gently.

" And we're going to. But first you have to sit down and listen to what I have to say. Yang then pats the part of the desk across from her, While Blake Looks away for a moment, until she relents and drapes her legs over the desk's edge. Yang then began her tale with a solemn look on her face.

" Ruby and I grew up in Patch, an island off the coast of Vale. Our parents were Huntsmen. Our dad taught at Signal, and our mom took on missions around the kingdom. Her name was Summer Rose, and she was, like... Super-Mom: Baker of cookies and slayer of giant monsters. And then... one day she left for a mission and never came back. Yang then pauses and Looks down as she says this, and Blake looks sorry for her.

" It was tough. Ruby was really torn up, but... I think she was still too young to really get what was going on, y'know? And my dad just kind of... shut down. It wasn't long before I learned why. Summer wasn't the first love he lost; she was the second. The first... was my mom. Blake looks amazed at this information while Yang keeps talking.

"He wouldn't tell me everything, but I learned that the two of them had been on a team together with Summer and Qrow, and that she'd left me with him right after I was born. No one had seen her since. Blake then chose this moment to ask a question.

"Why did she leave you? Yang Sighs, then turns to the chalkboard.

"That question... Why? Yang then gets off the desk and walks to the chalkboard, picking up a piece of chalk.

" I didn't know an answer, but I was determined to find out. It was all I thought about. I would ask anyone I could about what they knew about her.

As the reminiscent blonde starts drawing on the board, she continues her story.

"Then, one day, I found something. What I thought was a clue that could lead me to answers, or maybe even my mother, I waited for Dad to leave the house, put Ruby in a wagon, and headed out. I must've walked for hours. I had cuts and bruises, I was totally exhausted, but I wasn't gonna let anything stop me. When we finally got there, I could barely stand, but I didn't care; I had made it. And then I saw them. Those burning red eyes... There we were: A toddler sleeping in the back of a wagon and a stupid girl too exhausted to even cry for help. We might as well have been served on a silver platter. But, as luck would have it, our uncle showed up just in time. As yang finished her story she to had just finished drawing a clockwork eye.

" My stubbornness should've gotten us killed that night. Blake frowns and hesitates before speaking.

"Yang... I'm sorry that happened to you, and I understand what you're trying to tell me, but this is different. I'm not a child, and this isn't just a search for answers! I can't just- Yang growls Still facing the board, fists clenching.

"I told you: I'm not telling you to stop! I haven't! To this day, I still want to know what happened to my mother and why she left me, but I will never let that search control me. We're going to find the answers we're looking for, Blake. But if we destroy ourselves in the process, what good are we? Blake glares at her words and shakes her head.

" You don't understand! I'm the only one who can do this! Yang hesitates for a moment before she speaks.

"No, you don't understand! Yang then turns around sharply to reveal red eyes and the sound of flames.

"If Roman Torchwick walked through that door, what would you do? Blake growls and clench's her fists.

" I'd fight him! Yang shakes her head and glares.

"You'd lose! yang Pushes Blake away while Blake protests and glares.

"I can stop him! blake Tiredly tries to do the same to Yang, but she doesn't even budge. Yang growls at her attempt and chuckles.

"You can't even stop me! She pushes Blake again, knocking her on the desk. Yang, still angry-eyed, walks toward Blake as she gets up, but then does the unexpected and embraces her in a hug, her eyes going back to their normal purple.

"I'm not asking you to stop. Just please, get some rest. Yang then Pulls back to look at her partner.

"Not just for you, but for the people you care about. Yang then steps away and starts walking past the startled Blake, who turns when she says over her shoulder.

" And if you feel like coming out tomorrow, I'll save you a dance. Yang winks down at Blake, and Blake stares at Yang as she leaves before sighing heavily and walking away, leaving the all-seeing eye on the board. Meanwhile, The white rose in Jaune's hand bounces up and down as its smiling owner walks through Beacon Academy until he stops at the entrance of a hallway with the sound of a certain voice, causing him to duck behind the columns outside.

" Neptune! Weiss walks past Jaune as he peeks around the corner and goes up to Neptune.

" Oh, uh, hey, what's up?Weiss smiles and hesitates.

" I know this is a little unorthodox, but... I wanted to ask you something. She then puts her hands behind her back trying to look innocent as Jaune drops his smile and recoils at the oncoming words.

" Would you... like to accompany me to the dance tomorrow? While Neptune rubs the back of his head and smiles with raised eyebrows, Jaune loses all of his confidence and drops the rose on the ground before walking back from where he came from. The sight of the lonely, abandoned rose turns into a large collection of the same flowers one dropping outward in a large vase behind Yang, now in a short white dress with black heels as she stands at a podium. The doors in front of her open and she flips out upon seeing who walks in.

"Ooohh, you look beautiful Ruby! Grim nodded in agreement as he walked in with ruby and whistled.

" she sure does.

Ruby blushes and Groans as she looks distressed in her red dress with black lace, belt, and pumps.

"Can we have a serious talk about how Weiss fights in these? Ruby then Tries to maintain her balance as she walks to the podium, much to her laughing sister's and date's amusement. Meanwhile outside, Sun is seen walking around and wearing a new black jacket,now closed up, with a white tie hung around his neck, which he proceeds to fight with before going inside.

"Stupid... dumb... neck trap! Blake then could be heard behind him as she speaks.

" I knew you'd look better in a tie. Sun stops his struggling and stares at the dark purple dress and bright blue bow worn by Blake, now looking like she traded her dark bags for violet eye-shadow, as she steps forward and takes him by the arm.

" Sooo, does this mean we're going... together? Blake nods and smiles.

" yes but,Technically, though my first dance is spoken for. Inside the ballroom, streamers are hung through glass chandeliers, pink and blue balloons are everywhere, and students in dark suits and bright dresses are stepping with each other to the music between the white-clothed tables. Blake is spun around by Yang before they courtesy to one another, and Sun comes up and takes his date's hands as Yang gestures for him to do so. She goes to hang with Ruby and Weiss in the back of the room, watching Blake laugh and enjoy herself before smiling at her team.

"I told you she would come. Weiss nods and smiles

"Mission accomplished. Ruby nods and smiles while, turning to her teammates.

"Soooo, what do we do now? Yang smiles and shrugs at her sisters words.

" Just have fun! She then proceeds to walk away, with Weiss going the opposite direction and leaving Ruby behind with grim. Ruby seeing her sister leaving, quickly begins shouting after Yang.

" Does that mean I can change out of these stupid things and into my hood now? Upon receiving no answer, she waddles around in her painful footwear with grim following ready to catch her.

" Stupid lady stilts! Grim chuckled at this and shook his head.

" you didnt have to wear em you know. Ozpin then chose that time to drop in on the two.

" Not enjoying yourselves? Ruby looks surprised to see the headmaster step up by their side perks up, and shakes her head and laughs.

"Oh, no, everything's fine! I'm just not much of a fancy pantsy... dancey girl and grim's okay with that. Ozpin smiled at her dismissive words.

" Well, you can't spend your whole life on the battlefield, even if you may want to. Ruby nods Crossing her arms, looking annoyed.

"Yeah, that lesson's been floating around a lot lately . Grim smiled at her pouting and nodded.

" well it is a good one after all. Ozpin stays quiet for a minute,staring out at the dancing couples.

"If you think about it, fighting and dancing aren't so different. Two partners interlocked, although one wrong move on the ballroom merely leads to a swollen foot. Ruby nods Looking down at her own feet while grim shrugs.

" Or a twisted ankle. Grim chuckled at her while Ozpin smiled at her words and nodded.

"It's not every day that friends are able to come together like this. Time has a way of testing our bonds, but it's nights like these that can help keep them stronger than ever. Nights like these are ones we'll never forget. Ruby smiles at the words of wisdom, then turns her head to grim.

" so how about it want to go one dance. Grim shrugged at these words and smiled behind his mask.

" why not sounds like fun. The two then begin slow dancing in their little corner while the sound of the doors opening can be heard nearby. Yang is back behind the podium, and smiles at the new arrivals.

"You guys are just in time! Mercury smiles as he and Emerald step in.

" Wouldn't miss it for the world.


	15. Grim infiltration

Meanwhile, random students are schmoozing at the dance, Oobleck is shown to be listening intently as Port laughs over some unheard anecdote. Ozpin is standing off to the side with Glynda until Ironwood offers his hand for her to dance with Arc approaches Ruby and grim, who are standing pensively near the refreshments tables after their dance.

"I see you're hiding at the punch bowl too. Ruby shrugs and nods Yep just got done dancing i feel weird now. Grim chuckled at her words and patted her head.

" hey it was a good dance we had fun. jaune chuckled at this and raised his glass.

" To the socially awkward. Ruby giggles and the trio then clinked glasses.

" Sorry things didn't work out with Weiss. Jaune shrugged and smiled.

" Meh, it's fine. Neptune's pretty"cool". I get why she went with him. Grim nodded and smiled.

" yes i can see why as well. Ruby seemed confused at this and tilted her head.

"What do you mean? Jaune huffed at this and shook his head.

"Well, come on, not many people can pull off blue hair. Grim chuckled at this while Jaune begins to drink his punch. Ruby seems confused at this.

"No, I mean, Weiss came to the dance alone. Jaune chokes in surprise at these words as both he and grim turn to Ruby.

" Uh, what? Meanwhile,Weiss is shown trying desperately to coax life out of a wilting white rose. When she fails, she looks visibly upset. Ruby shrugs and frowns.

"Yeah, she said that she had too much to focus on to worry about boys. Laughter draws Weiss' attention to Sun Wukong, Blake Belladonna, and Neptune Vasilias as the latter entertains the others with some impressions and other silly faces. Jaune, shown to be observing as well, becomes visibly perturbed. Jaune then begins speaking in a low growl as he became angry.

" Hold my punch. Grim nods and grabs jaune's punch, before he then hands it to ruby.

" im going with Rosy please hold this. Grim then hands jaune's glass to Ruby and no sooner than the two vanish from sight, does she choose to drink from his cup. As Jaune and grim make their way across the room, shoving other students aside some of which were not even in their path, jaune stops short and watches as Pyrrha passes by. He watches her walk glumly up the stairs and seems to have a change of heart and follows her while grim continues to neptune.

" hey Neptune can i have a word outside with you for a moment. Neptune nods and follow grim outside.

" so grim watch a want to talk growled as he stared Neptune down and then marched up to him.

" the fuck is wrong with you turning Weiss down for the dance. Neptune recoils at grim's yelling and whimpers.

" whoa hey grim calm down man and ill explain. Grim growls at these words as he summons his scythe from the shadows.

" it better be a damn good explanation. Neptune sweat-dropped at those words and started to back away slowly only for shadows to wrap around him.

" ah okay, okay i can't dance. Grim deadpanned at this and slammed his scythe into the ground.

" you CAN'T fucking dance that's it damn it Neptune this is a dance, its not about being cool its about how you feel bah I'm done with you, your not worth my time. Grim then dropped neptune on the ground and went back to ruby. Meanwhile, to Pyrrha on a balcony as Jaune approaches behind her.

" Hey. Pyrrha quickly turns around to face him with a blank face.

" Hello, Jaune. Jaune hesitates slowly approaching her.

"You okay? I haven't seen you tonight. Pyrrha nods turning back to the balcony.

"Arrived late, I'm afraid. Jaune smiles at her and looks her over.

" Well, you look really nice. Pyrrha responds by raising her hand near her mouth.

" Thank you. her then hand falls away As Jaune is nervously tipping on his toes.

"Your, uh, date isn't going to beat me up for saying that, is he? Pyrrha nods and keeps a blank face.

"I think you're safe for tonight. Jaune nods rubbing his hands So, where is the guy? Pyrrha turns back toward Jaune as her head sinks in melancholy.

" There is no guy. Jaune chuffs nervously and looks surprised.

" What? Pyrrha nods shaking her head glumly.

"Nobody asked me.

Jaune is shocked at this point and can't believe what hes hearing.

" But that's... jaune pauses gesturing toward her. You're Pyrrha Nikos! He then pauses again,shrugging, dumbfounded. H-How could nobody ask you? Pyrrha shrugs turning toward the balcony.

"I've been blessed with incredible talents and opportunities. I'm constantly surrounded by love and praise, but when you're placed on a pedestal like that for so long, you become separated from the people that put you there in the first place. She pauses turning back to Jaune.

"Everyone assumes I'm too good for them. That I'm on a level they simply can't attain. It's become impossible to form any sort of meaningful relationship with people. That's what I like about you. When we met, you didn't even know my name. You treated me just like anyone else. And thanks to you, I've made friendships that will last a lifetime. I guess, you're the kind of guy I wish I was here with. Someone who just saw me for me. Pyrrha looks at Jaune and then walks away while Jaune simply stares in astonishment.

"W-Wai-! Jaune watches as Pyrrha turns a corner. Neptune has appeared on the balcony, gesturing toward Jaune.

"Hey, uh, Jaune, right?Jaune sighs and nods.

"Yeah. Neptune smiles at him and nods.

"This party's pretty lame, huh? I mean, ballroom dancing. Pfft. Jaune nods but doesn't smile.

"Yeah. Jaune looks back out over the Neptune is gesturing back to the dance.

" Cute girls, though, huh? Jaune growls at these words as he turns back to Neptune, gesturing.

" Is that all you think about? Neptune seems confused raising his palms to waist level to surrender.

" Huh? Jaune glares at neptune and rants.

" Do you even care about the girls you're hitting on? How they feel about you? Neptune seems surprised at this throwing his palms up in protest.

" Where's this coming from? Jaune growls opening his arms wide.

" How could you just turn her down like that? Neptune seems nervous at this and stammers.

"Wait, h-who? Jaune glares and steps forward.

" Weiss! Neptune smiles sheepishly and shrugs.

" I, uh... it, uh... it just didn't work out, you know? Jaune glares at these stuttering words and steps closer.

"What? You think that you're too cool, too many other options? Weiss Schnee asked you to the dance. What in the world could possibly keep you from go-. Neptune interupts him looking shamefully at the ground.

" I can't dance! Jaune tilts his head and calmly looks at him.

" Beg your pardon? Neptune sighed and shook his head.

" I can't dance, man!Jaune seemed surprised at this and shook his head.

"But... you're so cool! Neptune grins at this and nods.

" Thank you. I try really, really hard. Jaune then snaps out of it and glares at neptune again.

"You would rather break a girl's heart and go to a dance alone than just admit to everyone that you can't move in rhythm to music? Neptune nods in confirmation.

" That about sums it up, yeah. Jaune chuckles and turns back to the balcony.

" Well, I certainly feel a lot better about myself. Neptune frowns while raising his palms and begging.

"Please don't tell anybody. Look, if you want Weiss, she's all yours. I don't wanna get in your turns back towards Neptune while placing his palms on the stone banister.

"Do you like her? Neptune nods and trys to be cool.

"Yeah, I mean I don't know her too well yet, but she seems pretty cool. Jaune smiles and gestures towards her.

" Then just go talk to her. No pickup lines, no suave moves, just be yourself. I've heard that's the way to go. Jaune then crosses his arms as neptune seems to hesitate and trys to argue.

"Yeah, but then- Jaune however cuts him of.

"Hey! You don't have to look coolall the time. In all honesty, if you could be a little less cool, I'd really appreciate it. Neptune considers Jaune's advice and smiles.

" Yeah, okay. Jaune smiles and then looks serious.

" Go talk to her. I guarantee it'll make her night. Neptune nods and smiles

"Thanks. You're a really cool guy, Jaune so is grim he kinda straightened me out to but thanks to you, I got this. Neptune approaches Jaune, holding his fist out for a bump. Jaune laughs while approaching Neptune.

"Alright, don't lie to my face I'm not cool. The two of them bump fists and Neptune walks away. Jaune then sighs and nods All right, only one thing left to do. Jaune then begins to head to the bathroom only for a pink dress to be thrown in his face.

" what the heck. Jaune then looked closely at the bright pink dress and noticted that it said mommies little princess on it.

" but, only pyrrha and i knew about the bet. Jaune then looked up and stiffened as he saw grim in front of him with scythe in hand and a look that could kill a grimm in his eyes.

" jauney boy i saw that you helped convince neptune to go retry things with weiss, and while that's good, you have hell to pay for ignoring the obvious. Jaune gulped at this and then looked down at the dress.

" fine i deserve this anyway.

Grim chuckled at his response and nodded as he faded into the shadows.

" im always watching jaune. Meanwhile, Yang is leaning on a handrail and overlooking the festivities from a second tier as Ruby and grim approach and lean on the rail.

"You know? I think we really needed and Sun are slow dancing while Ren and Nora appear to be Waltzing. Penny is shown to be dancing alone, guarded by two Atlas Soldiers.

"Yeah, and you did a great job planning it too I got to dance with grim! Grim smiled and nodded as he looked at the dancers.

" yes we truly did need a party like this good job yang.

Yang smiles reaching over to Ruby and grim and crushing them in a one arm hug.

" Aw, thanks! It wasn't all me, though. Weiss did a lot too.

Ruby stops struggling and looks down at Weiss. Neptune approaches and rubs his neck nervously. Weiss invites him to sit with her. Yang chuffs and frowns.

" Tomorrow it's back to work. Ruby smiles and shrugs.

" I'm sure we can handle whatever gets thrown at us. Rub then stops as, sudden fits of laughter and giggles draw their attention below. And grim smiles while he whips out his scroll and hits record while ruby stammers.

"Ex-cept for that.

Pyrrha hearing the laughter near her,turns around to see...

"Jaune?Jaune is shown to now be wearing the pink mommies little princess dress with a tiara on his head. Jaune shrugged and smiled.

"Eh, a promise is a promise. Pyrrha nods smiling... then giggling... then laughing aloud.

"Jaune! You didn't have to! Jaune shakes his head and looks determined.

" Hey, an Arc never goes back on his word. Jaune then pauses,extending his hand to Pyrrha.

" Now do you wanna stand there and laugh at me, or do you wanna dance? Pyrrha smiles offering her own hand.

"I would love to dance. Jaune pulls her to him and sweeps her away.

" Oh! Nora grins flailing excitedly.

" Ren. This... is...happening! Ren turns looking at the audience and seeming confused.

" Wait, what "is happening"? Nora grabs Ren and drags him out onto the dance floor with Pyrrha and performs a short but elaborately choreographed dance, culminating in Jaune spinning Pyrrha.

"I had no idea you were a dancer jaune. Jaune smiles and shrugs.

" Yeah, well, these things tend to happen when you grow up with seven sisters. Grim's laughter could be heard at these words along with his voice.

" oh god this is to good this is so going on dust-tube. Jaune however, ignores grim and dips Pyrrha and then spins her and Weiss are shown to be watching the dancers.

" So, what made you change your mind? Neptune seems confused at these words and tilts his head.

"Huh? Weiss smiled and spoke again.

" You said you were embarrassed at first. What made you come talk to me? Neptune shrugged and smiled.

"You're looking at one of them grim helped to. The two then stay quiet as they watch Jaune dancing with Pyrrha.

"You got some good friends looking out for ya. Jaune and Pyrrha continue to dance. Ren and Nora do a kind of disco dance, Sun and Blake join the mix and Penny and an Atlas guard are showing doing the "robot."Mercury and Emerald meanwhile are shown to be observing the students from the next tier.

" It appears all the dancers have partners. Cinder heard via ear-bud speaks.

"How long do I have? Mercury shrugs and smiles.

"You should probably be home by midnight, to be safe. Cinder is shown to be somewhere outside, holding her fingers to her ear.

" I'll keep my eye on the clock. Ruby and grim meanwhile, have made their way to the exit, walk out of the dance and into the night air. They watch as a figure is seen running along the rooftops.

" huh we should check that out right grim. Grim nods at ruby and the two then move to pursue.

" whoever that is their not good. Outside the Cross Continental Transmit Tower, Cinder dressed as a cat burglar, stealthily approaches an armed guard. She knife-hands the back of his head, rendering him unconscious with a stunned grin on his face, while She drags him behind some bushes. Inside the building, Cinder approaches more guards.

" Excuse me, no one's allowed in this area. Cinder continues to approach making the guard angry.

" Stop! The soldier opens fire when Cinder does not heed him,She manages to overpower him, using his gun to take out another approaching soldier. She then throws him against a handrail. Two more soldiers rush her wielding batons. Cinder flash-forges a pair of black blades from fire-dust and trounces them guards are then shown to be on an elevator.

"Hey, man, do you know the Wi-Fi password? The other solider smiled and nodded.

"It's Beacon, but replace the E with a 3 and add a pound symbol to the elevator door opens to show Cinder waiting, One of the guards notices the fallen men outside. Both guards grow apprehensive as Cinder casually walks onto the elevator, the doors closing as she turns around. Thrashing sounds can be heard from outside the elevator. Outside the building, Ruby and approach and see the unconscious guard. Ruby gasps and pulls out her scroll, dialing for her weapon locker which crashes into the courtyard and opens to reveal Crescent Rose. Grim on the other hand calls his gear to him from the shadows. Inside the building, the elevator doors open to show Cinder examining a scroll, while The two guards are knocked out.

"Oh! That's handy. She pockets the scroll and walks out of the elevator and toward the control consoles nearby. Emerald then speaks via earbud.

" A party guest is leaving. Cinder nods and sighs.

"Which one?Emerald is then shown to be dancing with Mercury.

"Ironwood. Ironwood is shown to be walking out the door as Ozpin gives his shrugs and smiles as he speaks.

"I guess the general's had enough fun for one night. A Random code appearing on a computer screen is shown to change into a Queen chess piece. Mercury then speaks via earbud.

" Should we intervene? The other monitors in the room light up, and cinder grins in accomplishment.

"No... we're done here. As she starts to walk away, she notices the elevator doors opening. Ruby and grim step out of the elevator slowly, brandishing their weapons. Ruby She stumbles in due to her high-heeled shoes while grim covers her back

" Is anyone there? Hello? Cinder rises from her hiding place and steps out toward Ruby and grim.

"Excuse me? You know, it's not a masquerade party, so why don't you take off that-! Grim however gets in front of ruby to protect her.

" ruby get down shes- however, cuts grim off as she produces a container of ice Dust and sends shards of ice flying at Ruby which, hits the blocking grim instead sending him to the floor as the others are batted away by ruby's scythe.. A short battle ensues but it is interrupted by the appearance of Ironwood on the nearby elevator. Grim grins at the distraction and grabs cinder with his shadows leaving her with only one option left which shes uses as she lunges forward at Ruby is visibly glad to see ironwood at first, she is horrified when she notices that Cinder had been french kissing grim behind her back causing her to get away and disappear while grim sat down in shock. In a hallway, Cinder discards two bracelets and her mask to change from her stealth suit into a black dress and enters the dance. Two guards following her crush the bracelets underfoot and are visibly confused at the sight of the crowded dance hall. Meanwhile, Cinder taps Emerald's shoulder.

" Oh, may I cut in? Emerald nods and steps aside.

" Of course. Emerald then leaves as Cinder begins to dance with smiles as he looks at cinder and tilts his head.

"And how's your night been?Cinder smiles as she licks her lips

"... a little more exciting than expected. Mercury frowned at this and looked concerned.

" Should we be worried? Cinder shrug and hums.

"Hardly... They'll be scratching their heads long after we finished what we came here for. Mercury smiles and tilts his head in curiosity.

" So then what now? Cinder smiles and looks up.

"Enjoy the rest of the night. After all, it is a party. Jaune and Pyrrha are sitting at a table, Sun and Blake are dancing, there is a squad of red and yellow soldiers out side and Ironwood is shown approaching Ruby and grim before, the computer screen of the Queen chess piece appears and the clock chimes midnight.


	16. Grim Glenns

**I would like to apologize, this time fanfiction delete****d a whole wall of text, I love fanfiction but it hurts me. Sigh anway enjoy the chapter and please tell me if words have been deleted I can't spot them till I post cause thats when the deleting happens. Anways love to all you veiwers out there and a shout out to my Friend and partner; ****Keeper Of The One Winged Angel.**

"Professor Oobleck, Grim? Oobleck: nods, while Talking fast, per the norm, as he paces in front of the students.

" Yes, I'm afraid those bags won't be necessary, girls, seeing as you've opted to shadow a Huntsman on what is now essentially a reconnaissance mission. I can assure you, we will not be establishing a single base of operations; rather, we will be traversing several miles of hazardous wasteland and making camp in any defendable locations we may stumble upon. Grim and I, packed all of our essentials ourselves, plotted our air course, and readied the airship. And... oobleck then pauses as he Zooms up to Weiss'face.

"It's Doctor Oobleck. I didn't earn the PhD for fun, thank you very much! Oobleck then Quickly backs away causing grim to sweat drop. Weiss on the other hand looks over at Blake, who is equally disturbed.

"Uhhh...Oobleck however stops any talking with the clap of his hands.

"Come now, children; according to my schedule, we are already three minutes behind! Then, as an after thought to clarify he adds in

"...schedule!He then zips off to the airship docked farther ahead in a smiles looking Positive and upbeat before suddenly becoming as depressed as her team halfway through.

"Well, alright, then! Looks like we're going to save the world with Doctor Oooobleck- okay yeah when you say it out loud it sounds worse. Grim chuckled at this and twirled his scythe.

" oh come on Rosy it'll be fun saving the world always is. Ruby blushed and opened her mouth to speak, but before she could talk, Noras voice could be heard.

"Save the world? Ruby's team turns around to see Nora and team JNPR approaching. Nora then puts a hand on her heart, being dramatic.

"You're going on world-saving missions without us? I'm hurt... sad! Maybe a little hungry? That last one's not your fault, though, Ren... Ren, for his part, simply crosses his arms and turns away. Jaune smiles and nods at the group.

"Sounds exciting. Where ya going? Ruby shrugs and smiles.

" Oh, just outside the kingdom... Nora grins at this and beams at Ruby.

"Hey! So are we! Pyrrha smiles and looks at nora.

"Ren and Nora wanted to shadow the sheriff of a nearby village. Ren nods and keeps a blank face.

" We set out tomorrow. Neptunes voice can be heard next as he approachs the groups.

" Then you can party with us tonight! Neptune and Sun then apear behind team JNPR.

"We're shadowing a crime specialist. All inner-city detective stuff. We get junior badges. Jaune looks awestruck while sung grins at Ruby's team.

" We'd normally go to the city with you guys, which means stuff's always exploding and junk, so we thought this might be a better way to check out the kingdom when it's, you know... normal.

Ruby opens her mouth to explain but, is cut off as Oobleck appears from the airship to call to Team RWBY, who are embarrassed.

"Four minutes, ladies! Oobleck then Goes back inside as their friends smile awkwardly at hesitates to speak and smiles sheepishly.

"Well, uh... she pauses and throws a thumbs-up.

"Wish us luck! Grim smiles at his friends and picks up ranma.

" we'll see you all soon good luck to you that, the friends disband, either back to Beacon Academy or towards their mission. Sometime later, and the airship was flying over buildings and streets amid deafening getting bored, yang decides To talk to Oobleck as they fly.

" So i didn't expect you to be a fighter. Oobleck chuckled at yang and shook his head.

" I may be a teacher, but, i've gotten in my fair share of tussels. Ruby looked confused and tilted her head.

"Like the mushroom? Grim chuckled at Rubys words as Blake Leaned over.

"Those are truffles. Ruby nods Still scratching her head in befuddlement.

"Like the sprout? While grim laughed at ruby's words,Yang smirked Also leaned over.

"Those are Brussels. Oobleck ignores their words, and is Continuing to talk.

" Besides, given my expertise in the field of history as well as my dabblings in the archaeological surveys, our dear head master saw fit to assign me to this particular... assignment Along with Grim! Weiss seemed confused at this and raised an eyebrow.

"What does history have to do with this? Oobleck freezes for a second, before Turning sharply on Weiss.

"Why, what a preposterous question, you silly girl! Why, history is the backbone of our very society! And the liver! Probably the kidneys, if I were to wager. Weiss tilts her head still confused by Ooblecks words

"And that means..? Oobleck frowned and sighed as he began to speak.

"The southeast quadrant outside of Vale is home to wild forests and deep caves, but it is also the location to one of the kingdom's greatest failures! Rubys eyes darken at these words and she frowns.

"Mountain Glenn. Grim froze at the mention of that name, as he remembered a sign that said that name in his dream, and grabbed ranma tight to him. Yang nodded at rubys words and frowned as well.

"That's right! It was an expansion of Vale... but in the end it was overrun by Grimm and fenced off from the rest of the nodded at the group and smiled.

"Correct but, thats not all it was also a major bastion of Ebon falls cult! And now it stands abandoned as a dark reminder. Oobleck looked at grim, who was growling and winced, but was saved from a painful talk when blake spoke up.

"And if it was a hideout once before, it can likely be place for a hideout nods, adjusts his glasses and smiles.

" Precisely! Soon, The airship comes in over a spot of street amidst the ruined buildings and structures of the ruined area. It hovers right above the ground as Grim,Ranma,Yang, Blake, Oobleck, Weiss, and Ruby all jump out of the craft with weapons drawn, minus the doctor, who simply holds his coffee canister,before the ship flies away from the destruction. Oobleck then Calls the attention of team RWBY.

"Ladies! You still may be students, but as of this moment, your first mission as Huntresses has begun! From this point forward, you need to do exactly as I say! Do you understand? The girls nod, but he suddenly looks at Ruby, startling her.

"Ruby! I thought I told you to leave all of your bags back at school. Ruby stammers at this and blushes making Grim grin .

"But, uh, you hadn't told us to listen to you yet. So I didn't. Oobleck nods To himself and mutters.

" She's not wrong... Very well, Ruby; leave your bag here, we can pick it up upon our return. Ruby nods but tries to protest.

"But I, well uh- Oobleck seems suspicous of this behavior and walks over to her.

"Young lady, what in the world could you possibly have in that bag that could be so important to bring it with... Stops as the bag's zipper opens and out pops Zwei's head, causing everyone to stare at the uninvited Grims grin gets bigger, Ruby panics Whispering to her dog through the side of her mouth.

"Get back in the bag. Zwei merely barks in response. Oobleck eyebrows twitch as he looks at zwei.

"We're here to investigate an abandoned urban jungle teeming with death and hostility, and you brought... adog? Ruby nods and hesitates.

" I, uhh... Oobleck then smiles and shouts.

"Genius! He then backs away long enough for Ruby to give a confused shrug before speeding past and snatching the pet away from Ruby, who tumbles to the ground as Oobleck spins Zwei in the air.

"Canines are historically known for their perceptive nose and heightened sense of sound, making them excellent companions for a hunt such as ours! Zwei barks happily in his hands. Ruby after being stunned for the unexpected reaction, she proudly states.

" I'm a genius! Weiss and Yang both facepalm at their grinning leader, while blake stares and Grim laughs. Oobleck meanwhile shakes his hands and zwei,in glee.

" this is perfect we have an experienced huntsman, a team of rookies, a vigilantee, a Godzilla, and a dog perfect, just perfect. Blake nods and smiles before stepping forward.

"So, what are your orders, Doctor? Oobleck stops celebrating and pushes his glasses up.

"Ah, yes, straight to the chase; I like it! He then suddenly lets go of Zwei, suspended in the air for less than a second before dropping down, to put his hands behind his back for a serious pose.

" As you've been informed, the southeast area has been marked as a recent hotspot for Grimm activity. Now, there are several possible explanations for this behavior, one of which being... Grimm. Grim nodded and secretly shifted to the shadows with ranma following him,while Ruby looked Just as confused as her teammates for the redundancy.

"Uh, what? Oobleck kept a calm face and pointed.

"Grimm. A creature of Grimm approximately one hundred yards from us at this very moment. Yang turns around curious to see what it is.

" What?!She turns to look like the other girls are at the lone Beowolf wandering into the street, joining them in unleashing their weapons.

Oobleck however cuts them off.

" Stop! Blake looks confused but, Lowers her Gambol Shroud like everyone else lowering their weapons, to listen.

" Huh? Oobleck sighs and then begins explaining his reasons.

"There are a number of reasons why Grimm will congregate in this particular area, the most likely of which will be their attraction to negativity: sadness, envy, loneliness, hatred. All qualities that are likely held by our hidden group harboring ill intent. Ruby nods at this and tilts her head.

"So... What now? Oobleck smiles and watches the grimm.

"We wait. We track. If this specimen leads us to its pack, that pack may subsequently lead us to our prey. Blake frowns at this information, and looks unhappy.

"How long do we wait? Oobleck shrugged and blinked.

"It's uncertain. Hours, days, weeks. Why, lone Grimm have been known to stay isolated from the pack for months - and there's the whole pack. His sudden realization is true: Five Beowolves are already following the first. Weiss seems surprised at this realization, and turns around again.

" What? Oobleck nods,Continuing to state the obvious.

"And now they've seen us. Weiss not knowing why they have bad luck screams Louder.

" What?! Oobleck smiles, and Comes right up to Weiss' ear to shout.

"And now they've seen us! Ruby nods and grimaces.

" and I take it tracking them is out of the question? Oobleck nods and states the obvious again.

" An accurate assumption, nods at this information,and glares at the on coming grimm.

"What's the plan, then? The team turns to their teacher as the creatures close in, black bars converging dramatically over the approaching animals. Oobleck smiles and waves a hand.

"Show me what you're capable nods and Swings Crescent Rose to prepare it for shooting.

"Cover your ears, Zwei!The dog does so, curling up into a ball. As soon as this happens, Grim jumps out of the shadows with ranma crashing right into the pack, and taking out a dozen of them. Black lines then race across the screen as a single Beowolf and smiling Yang run towards one another, ending with the blonde knocking it out in one fiery punch as they pass. Several stop chasing after the party girl to focus on Blake, who stands and waits with hand on her hilt until one of the enemy swipes at her afterimage, the real deal slicing her would-be attacker in half before slashing through another and cutting down on one more. Behind the Faunus, Weiss runs from several black-coated beasts before jumping in the air and taking one down with Myrtenaster. She dashes towards them with rapier held high and slays four of them in a straight line until she stops. A wave of Beowolves are converging on Ruby, but the scythe wielder shoots multiple bullets at the oncoming force... while Zwei is busy chasing his own tail. He stops to watch his owner fire forward and, after a dramatic mid-air stare-off, cut the single remaining Grimm in two. Ruby then turns to Oobleck, while lifting her weapon and Grinning.

"Heh. Piece of cake right Grim! Grim nodded from where he was standing and flicked the blood off his weapon.

" there are many more grimm here stay alert. Oobleck nodded and looked around.

" Do not celebrate yet, for I am certain this is the first bout of many. Shall we continue?And Continue they do, as we cut to Ruby cutting through the a grimm, with grim and ranma taking out a few each,with Blake slicing another, yang punches through grimm, and weiss slices and dices through them. soon, the grimm were dealt with, and the view of Oobleck rooting through a plant as Grimm parts fall around him is seen. After the fight he is in the center of the faces of the tired Huntresses. Oobleck happily cries As the newest batch of slain monster corpses start smoking.

"Excellent work,! Unfortunately, there doesn't seem to be any signs of criminal operations in this sector. Oh, well! Moving on! Yang sighs as they follow Oobleck, with Ruby sheathing her scythe and beckoning Zwei to follow. Yang then irritably asks oobleck a question.

" Hey, Doc, y'know, I was actually looking forward to seeing a "pro Huntsman" in action. Like, fighting, or at least, helping us fight? Oobleck smiles and speaks Over his shoulder.

"Ah, but Iam in action! Scouring the ruins of this once-great city for any signs of irregularity! Not every mission is filled with daring and heroism, girls. Sometimes it's just a heightened form of extermination! Remember, this is a job, and you all signed up for it. I do hope you understand that. Yang nods and hesitates as she anwsers.

"Well, yeah... yang then pauses Trying to sound more resolute with her answer. O-Of course! Oobleck frowns and he and Grim share a look.

"Hmmm... later, amid another victory for RWBY and their mentor, Oobleck and Yang are away from the group.

" Tell me, Yang: Why did you choose this line of work? Yang hesitates but,under Oobleck's gaze, she answers:

"Huh? Well, to fight monsters and save-Oobleck shakes his head, cutting her off.

"No, that is what you do. I want to know why you do it. The honest reason as to why you want to be a Huntress. Yang Considers this, then answers.

" The honest reason? I'm a thrill-seeker. I want to travel around the world and get wrapped up in as many crazy adventures as I can. And if I help people along the way, then that's even better. It's a win-win, y'know? Oobleck nods and hums in thought.

"I see. One claw-scratch filled battle later, Oobleck is sitting on a high windowsill writing in his journal while Weiss fights off Beowolves below.

"And you, Miss Schnee? A girl born into fame and fortune such as yourself certainly doesn't need the extra work. So... why choose this over a cushy job in Atlas? Weiss turns, After she impales the last foe on her blade and drops the body.

"It's exactly as you said: I'm a Schnee. I have a legacy of honor to uphold. Once I realized I was capable of fighting, there was no longer a question of what I would do with my life. It was my duty. Oobleck thinks and begins nodding.

"Interesting. Later,Oobleck jumps down next to Blake, where Blake slashes a door down and releases a swarm of small Nevermoresfrom the building, which she back-flips under before she shoots them all with her blade's pistol form. Oobleck humms, As he examines the inside of the doorway and speaks.

"And what about you, Blake? You seem to carry yourself with a sense of purpose. Blake frowned and nodded.

" There's too much wrong in this world to just stand by and do nothing. Inequality, corruption... Someone has to stop it. Oobleck nods and smiles.

"Very well. How? Blake hesitates, and Suddenly, she cannot answer.

"I, Uh...Oobleck "Hmm's" to himself, then dashes away, leaving Blake to bow her head in troubled thought. As Oobleck searchs the shadows for Grim.

" Grim my boy where are you I have a question about why you became what you are. It took a minute, but eventually Grims voice surronded Oobleck.

" why my good doctor, does anyone pick why they want to be something in life?, its just simply what they want to do, and on a deeper more meaningful level, for me is to Not be a monster, to protect the people in a sense now if that is all. Grim then left ooblecks presence, and allowed the teacher to calm down.

" alright Grims good, one last thing to do. Later, Ruby is using her weapon in the most practical fashion and lifting a whole turkey on the sharp end of her gun to tease a jumping and flipping Zwei with. That is, until she spots her teacher watching, quickly sheathing Crescent Rose.

" Sorry! uhh... Are we ready to keep going? Oobleck shakes his head and looks up.

"Nope! I believe that will have to do for today. It's going to be dark soon. Oobleck then throws his bag over to Yang, who makes a sound when she catches it.

"You three, set up camp in that building. Oh, and please do make sure there are no more of those... creatures. Your leader, the reaper, and I are going to secure the perimeter. Come, Ruby, Grim you start walking away from the rest of RWBY, who each look at their leader, knowing what she'll be asked. As Oobleck, Grim and Ruby round the corner of a building, Ruby sees something that makes her stare in awe.

" Whaaaa... Grim follows where she is looking, and sees the wide forest stretching below the ruin, and in the midst of it, a line of giant elephants with the black and white features of animals of darkness marching through the trees.

" What is that? It looks awesome! Oobleck smiles and looks at the herd.

"That, my dear girl, is a Grimm. Ruby stares at the lumbering mass of monsters in amazement and awe before pulling out her gun.

" Let's kill it. Grim laughs at Rubys words while Oobleck smirks.

" I'm afraid your sniper rifle will do nothing more than agitate a Grimm of that size. Ruby tilts her head confused at his words.

" But... What if it attacks us? Oobleck smiled and looked at the herd of grimm again.

"Fret not, Ruby; those Goliaths are not concerned with us. Ruby, not every Grimm is mindless, or rather not every Grimm is still mindless. You see, the Grimm you see before you are so powerful, so superior to the Grimm you fought, that they've undoubtedly lived hundreds of years, and in that time between killing humans and attacking our borders, they have done one important thing: They've learned. They've learned that when they attack our borders, they're likely to die, and what we lack in strength, we make up for in will, and that killing one human will only bring more. As he says this, one Goliath swivels its thick neck to look at the figures watching their procession, eyes glowing as fiery red as any other Grimm but, dips its head once it looks at Grim.

" Then why are they still so close to the city? What are they doing? Ooblecks face got serious as he watched them.

"Waiting. Grim nods and waves to the Goliath.

" they are very impressive creatures. As he says this, the Goliath turns its head forward again and moves on with its kin. Oobleck turns around and walks away as well, and Ruby puts away her weapon, not moving as she and Grim share a look.

"Doctor Oobleck? Oobleck turns to look at her over his shoulder, with curiosity on his face.

" Hmm? Ruby hesitates before speaking, being nervous.

"I was wondering... Oobleck Stops walking and turns back to her.

"Wondering why I've been interrogating your teammates all day? Ruby shakes her head no and looks sheepishly at him.

"A-Actually, I was wondering... Why did you want to become a Huntsman? Oobleck smiled at this and waved his arm around.

" Look around and tell me what you see. Ruby takes a look around, and shrugs.

" Lots of old buildings, uh, empty streets... Oobleck frowns and looks around.

"I see lives that could have been saved. Oobleck then pauses and Continues walking with Ruby and Grim beside him, with ranma and Zwei at their heels.

"As a Huntsman, it is my job to protect the people, and although I am capable of doing it with traditional weaponry, I believe I can make a much larger impact if I do it with my mind. As a teacher, I'm able to take knowledge, the most powerful weapon of them all, and place it in the hands of every student that passes through my classroom. I look at this wasteland, and I see lives that could have been saved, but I also see an opportunity; an opportunity to study these ruins and learn from this tragedy, and therefore become stronger. Oobleck then stops for his final answer.

" I am a Huntsman, Ruby, because there is nothing else in this world I would rather be. He then Continues walking, with Ruby and Grim behind him. Back at the building, the team has done as instructed, building a fire in the center of the room and huddling around it or standing up.

"I can't believe we didn't find anything... Blake shrugged and frowned.

"We've always been fortunate enough to be in the right place at the right time. I guess we can't always have luck on our side. Weiss nods and responds with an Off-topic sentence.

"That's not what I meant. Blake looks in confusion at weiss' words.

"Huh? Weiss sighs and looks down before speaking.

"Earlier, about... upholding the legacy. There's more to it than that. Yang shakes her head and looks confused as well.

"Yeah... No, me too. I mean... I don't know. Blake frowned and her bow twitched.

"I don't know, either. I know what Iwant to do, but I figured I'd always take things one step at a time. Yang shakes her head and smiles.

"Well, it doesn't matter. We know why we're here. Right? The girls merely stare in silence when,Oobleck then Suddenly comes rushing into the room.

" Ah, wonderful; a textbook campfire!

Ruby smiles and gets excited when she sees the fire making grim chuckle.

"Fire! Ruby then Comes in behind Oobleck and grim, and immediately sits next to the blaze alongside Zwei.

"So... warm... Oobleck nods and smiles.

"Very good! Eat your dinners and hurry to bed. We have a lot of ground to cover tomorrow and we'll need you to take turns keeping watch over our temporary abode. Any volunteers for first watch? Ruby Lifts an arm while still looking into the fire, simply answering.

"Yo. Grim smiles at her anwser, and also raises his hand.

" i wish to help as well. Oobleck nods and rushes off, and Ruby gets up to go over to her lookout point. Yang calls out As her sister passes, stopping Ruby.

"Hey, did Oobleck ask you why you wanted to be a Huntress? I mean... what did you tell him? Ruby shook her head and thought.

"Hmm... No, he didn't. Weird. Oh, well; good night, guys! Without a second carefree thought, she continues on her way, while Yang looks disappointed in the lack of an answer. Blake is similarly troubled as she unrolls her mat, Weiss tries lying down but fails to sleep, Yang half-heatedly eats her dinner of bread rolls. Soon, all three Huntresses are on their backs around the fire, weapons within easy access, wondering why they are there.

" if it helps Oobleck asked me but only because he didn't know before hand , he also accepted my anwser. Getting only silence as an anwser, Grim sighs seeing their state and shakes his head before joining Ruby with ranma at his side..Ruby , is sitting in the vacant window sill of the room as Zwei goes over to her upon hearing the howling of Beowolves. She pets her pooch on the back.

"Don't worry. Things will be better tomorrow. Grim sat next to her at her words and nodded.

" they are all ready going good, just because we haven't found any thing yet dosent mean a bad thing. Ruby nodded at his words and sighed making grim frown.

" I know its just I want to stop all of this from happening, we both know the true cause behind this madness. Grim sighed at these words and put an arm around Ruby.

" dont you worry Rosy, we'll stop him. Ruby smiled at grims words and both them and their pets look out onto the rubble and stare at the moon lit area. Meanwhile that night,Ironwood is looking out from the landing docks of Beacon Academy to the city of Vale at night, a few airships hovering over the lit-up buildings. Walking up from behind him is Glynda.

"Trouble sleeping?

Ironwood nods Looking back, gripping his shoulder with the other hand.

" Arm was acting up. Glynda nods and smirks.

" Of course, so logically, you got out of bed, dressed yourself completely and decided to gaze menacingly out into the distance. Approaches all the way to his side, then looks at him concerned.

" What's wrong?

Ironwood sighed and frowned.

" I've trusted him for years. We both have. I just... I can't help but feel like he's keeping us in the dark. Glynda glared at hearing these words.

" Don't be ridiculous! You know very well that we are not the ones in the dark. Ironwood Laughs humorously and then frowns.

'That makes it worse! I refuse to believe that a man that I've trusted for so long would act so... passively, not to mention nocturne has returned out of the blue who knows if he is still sane. Glynda smiles and Puts a reassuring hand on her friend's shoulder.

"You're a good person, James. You've always done what you think is best for the people, even against strong protest. It's admirable. But it's high time you stopped talking about trust and started showing it. She then drops her hand as they stare into the distance together.

" Ozpin has experience that the rest of us lack. And I think that's something worth remembering. Meanwhile,The full moon is shining over the ruined buildings of Mountain Glenn, and a lone Beowolf is searching through the rubble. It looks up briefly at the young girl who has it in her red crosshair scope, but Ruby just lowers Crescent Rose and sighs in tiredness at she keeps lookout over the destruction. The rest of her team is lying down on their sleeping mats around the fire with weapons nearby, and Doctor Bartholomew Oobleck is higher up, slumped down against the wall next to the hole in the ceiling/floor. The three members of RWBY have their eyes closed, but Yang is the first to stop pretending.

"Blake, are you awake? Blake opens her eyes, and anwsers quickly.

"Yeah. Yang frowned as she thought, before speaking.

"Why do you think he asked us about being a Huntress? Like, what was he trying to say? Blake thought for a moment and then frowned.

" Maybe he was just curious. Yang smiled at her words and shrugged.

"You think? Blake shook her head and sighed.

"No. Yang seeing blake awake, tried to get weiss.

"Weiss, are you awake? Weiss growls and speaks up.

"Of course I'm awake! You two are talking. And I think he... When I said I wanted to honor my family's name, I meant it. But, it's not what you think. I'm not stupid. I'm fully aware of what my father has done with the Schnee Dust Company. Since he took control, our business has operated in a... moral gray area. Blake smirked at weiss and raised an eyebrow.

"That's putting it lightly. Weiss rolled her eyes at blake and sighed before speaking.

"Which is why I feel the need to make things right. If I had taken a job in Atlas, it wouldn't have changed anything. My father was not the start of our name, and I refuse to let him be the end of it. Blake frowned as she recalled her memories and began to talk.

"All my life, I fought for what I thought was right. I had a partner named Adam. More of a mentor, actually. He always assured me that what we were doing would make the world a better place. But of course, his idea of a perfect future turned out to be not perfect for everyone. I joined the Academy because I knew that Huntsmen and Huntresses were regarded as the most noble warriors in the world. Always fighting for good. But I never really thought past that. When I leave the Academy, what will I - how can I undo so many years of hate? Yang shrugged and smiled.

" I'm sure you'd figure it out. You're not one to back down from a challenge, Blake. Blake glared at yang angry, at herself.

"But I am! I do it all the time! When you learned I was a Faunus, I didn't know what to do, so I ran! When I realized my oldest partner had become a monster, I ran! Even my Semblance! I was born with the ability to leap behind a shadow of myself; an empty copy that takes the hit while I run away! Yang frowned and looked at them both.

" At least you two have something that drives you. I've just kinda of always, gone with the flow, y'know? And that's fine, I mean, that's who I am. But how long can I really do that for? I wanna be a Huntress, not really because I want to be a hero, but because I want the adventure. I want a life where I won't know what tomorrow will bring. And that'll be a good thing. Being a Huntress just happens to line up with that. I'm not like Ruby, she's always wanted to be a Huntress. It's like she said, ever since she was a kid, she'd dreamt about being the heroes in the books. Helping people and saving the day, and never asking for anything else in return. Even when she couldn't fight, she knew that's what she wanted to do. That's why she trained so hard to get where she is today. Weiss shrugged at her words and sighed.

"Well, she's still just a kid. Blake frowned at weiss and spoke to her.

"She's only two years younger. We're all kids. Yang shrugged at these words and smiled.

" Well, not anymore. I mean, look where we are! In the middle of a warzone and armed to the teeth! Blake nodded and kept a blank face.

"It's the life we chose. Weiss frowns and shrugs.

"It's a job. We all had this romanticized vision of being a Huntress in our heads! But at the end of the day, it's a job to protect the people! And whatever we want, will have to come second. The apparently-sleeping Oobleck has a small smile when she finishes. Yang has taken up watch, allowing Grim, Ranma, Ruby, and Zwei to sleep on the sleeping bag Yang had been lying on. However, Zwei suddenly wakes and stands up, causing Ruby to wake up, which in turn woke up Grim and Ranma but, they didnt move as ruby spoke.

" Huh? Zwei, it's late. Go back to bed. Zwei ignores her, smiles,and runs off.

" Zwei! Zwei! Ugh!.Ruby wanders out of the building, looking for Zwei, with Grim and ranma sneaking behind her.

" Shh little one be alert. Ranma chirped at his master, and travled closer to him in repsonse.

"Zwei! Zwei, where are you? Zwei! Huh? Ruby spots Zwei urinating on some ruins and glares.

"Zwei, this is a wasteland! You literally could have done that anywhere!

Zwei Barks at her words and some one else hears this.

"What was that?Having heard the WF guard, Ruby hides behind some ruins as the second guard speaks up.

"What was what? The first WF Guard shrugs and looks around.

" I thought I heard a Beowolf or something. The second WF Guard hummed and looked around as well.

" Hmph. Let's just finish our patrol and get back to base. This place gives me the creeps. As the WF Guards walk away, Ruby and Zwei sneak around in the background, following them. They eventually reach a ruined building with a pair of metal doors, and Ruby hides behind a corner, holding Zwei out to watch them.

"Did they go in yet? One bark means yes. The sound of the door closing echoes out.

"Bark! Ruby grins as She brings out a small scroll and tries to call her teammates. However, the screen soon says "Low Signal" Oh! This is it! This is it! , Wait no Aw man! Come on, we gotta get the others! Ruby and Zwei hurry off down the street. However, the asphalt beneath them suddenly sinks before caving in. Ruby grabs onto a ledge and catches Zwei.

Grims eyes widen from tje shadows as he floats forward ready to help when,She tosses him up out of the hole and begins to attempt to pull herself up. However, the ledge she is holding onto breaks off, and she plummets into a huge cave filled with ruined buildings, far below the surface. Seeing this grim dives after her, to try and bring her back up.

" Ranma stay up here I got to get rosy okay. Ruby meanwhile, lands on a building up against a cavern wall, and as she gets up, a nearby door bursts open to reveal two other WF Guards, one of whom is named Perry.

" Freeze! The white fang Guard looked at his partner and then looked up.

" Where did she come from? As the WF Guards walk forward, Ruby backs away only to end up on the very edge of the platform.

"You're a long way from home, little girl. Ruby reaches back for her scythe, only to realize that she doesn't have it. Both guards approach her, and one of them grabs her arm. Grim meanwhile is watching this from the shadows and curses the fact that he didnt grab rubys scythe.

" damn it and here i thought it was a simple hole. Back to Ruby, she jerks her arm out of the guard's hand and starts punching him.

" hey let go. It has very little effect, and he punches her in the face hard enough to knock her down.

"The boss is gonna want to see this one...The guard then kicks her in the head hard enough to knock her out making grim see red as the shadows rose and hissed around him. The white fang guard turned to his partner and paled.

" perry what the hell was that. Perry shrugged and looked at the guard.

" I dont know but lets get her back to Roman. As perry turned around, grim dropped down and dragged the guard into the darkness before a sickening snap filled the air, and grim came back out, disguised as the guard.

" ready to go? Grim nodded and picked up ruby.

" yeah lets bring her to torchwick. Meanwhile, watch duty was being switched at camp.

"Hey Weiss, it's your... Ruby? Hey, where's Ruby? Oobleck looks up at these words in shock.

"What? Zwei and ranma then come running into the room, barking and chirping together. Yang looks surprised at her dog.

"Zwei? Blake to notices ranma.

" Ranma What's going on? Oobleck Grimaced as he saw the two.

"Grab your weapons! Your leader and our reaper may be in trouble. Meanwhile, Ruby awakes to the "two" WF Guards who caught her dragging her by both arms through the underground city. All around her, White Fang members are at work, doing various things such as piloting a Paladin to carry large shipping containers. There is a loud sound nearby as one of the White Fang members drops a large device.

"Hey, be careful! What are you trying to do, blow us to the moon? The guard who dropped it frowned and waved.

"Sorry sir! Perry seeing as he was close enough called out.

"Hey boss! Found something you might want to see! Roman calls back from Inside of a railcar.

" Is it good or bad, Perry? Because let me tell ya, I have had a day. Perry hesistates at this and frowns.

" Uh, it's a little girl? Roman Then leans out through the doorway and sees Ruby and glares.

" That would be bad. As Roman got out, grim watched as he backed away from ruby, and roman got closer. grim grit his teeth in rage since he couldnt get to her yet.

" hold on Rosy I'm right here. Meanwhile, Zwei and ranma leads Oobleck and Ruby's teammates to the hole that Ruby fell into, and Yang spots Crescent Rose next to the hole.

" Ruby's scythe! Blake looks at the scythe in concern.

" Oh no ones here what could have happened.. Weiss looks at the hole in suspicion.

"Do you think she fell? Oobleck Looks up thinking.

" Fell? Weiss rolls her eyes and points down.

"Down there. Oobleck Looks down at the hole and nods.

"Oh my. Of course! Of course, OF COURSE, OF COURSE! Blake tilts her head at his excitement and looks curious.

"What is it? Oobleck facepalms as he thinks.

" How could I be so stupid?!Yang looked at him with an arched eyebrow.

" Dr. Oobleck, what's wrong? Oobleck grinned as he talked and explained.

" Mountain Glenn! Yes, an expansion of Vale that was inevitably destroyed by creatures of Grimm! Previously home to thousands of people! Working people commuting to the city, the main city! Developed a subway system to the inner city! Grimm attacks increased! Population in danger, now desperately searching for shelter! City evacuates into the metro tunnels and what do they find? The southeast quadrant of Vale is known for wild forests and deep caves! Yang tilts her head at his words in curiosity.

" Doc, what are you saying? Oobleck smiles at this and raises a finger

" My dear, we're not just looking for an underground crime network, we're looking for an UNDERGROUND crime network! Blake tilts her head looking confused.

"They've been working in caves? Oobleck smiles at this confusion,and shakes his head .

"No, no, Mountain Glenn was Vale's first serious attempt at expansion. It worked for a short period of time, thanks to an aggressive perimeter defense, and unique transportation; the city developed an elaborate subway system to carry citizens safely from the new territory into the main Kingdom! Sadly, without the many natural barriers Vale had to protect its borders, Mountain Glenn was doomed from the start! As the end drew near, the citizens of the territory made one last attempt at survival: They took up shelter beneath the city! In massive caves that they had cleared out for the subway. And they had cut themselves off from the surface! Yang eyes widen from this information and looks at oobleck in surprise.

" An underground village? Oobleck nods and smiles before frowning.

"In a matter of speaking, yes. A safe haven. Until... an explosion opened the mouth of another cavern, filled with subterranean Grimm. After that, the Kingdom officially sealed off the tunnels, creating the world's largest tomb. If Ruby is down there, Grim must have went with.

Oobleck then pauses as he deploys his weapon.

" and we must find them


	17. Grimm crashing

Ruby after being captured, is thrown across the floor by Roman.

" Wow! You are much more manageable without that over-sized gardening tool of gets up and charges at Roman, which he simply sidesteps, sending Ruby stumbling across the floor which causes Roman to start laughing.

" Oh man. You know, Perry, I really did need this. Perry raises his thumb in agreement as Roman laughs.

"But seriously. How'd you find this place, Red? Ruby growls and then uses her Semblance to escape Roman and start running for an exit. Roman then gets up smiling, spins Melodic Cudgel in his hands and aims the handle at Ruby. He then fires the handle, which doubles as a grappling hook, at Ruby, catching her by her hood and allowing Roman to pull her back.

" I see you've got some tricks up your sleeve! Let me make this clear: We're not through here yet. A massive explosion sounds, causing Roman to look up.

"Oh, what the... Perry, if you and the boys could take care of that? Kinda in the middle of something. Perry nods and goes off to investigate the explosion just as another one sounds.

" WHAT is going on here?! A third explosion sounds and multiple White Fang members come running around the corner, some firing at an unknown enemy. Weiss, Blake, Yang, Zwei,Ranma,and Oobleck run around the corner, much to Roman's annoyance. Ruby decides to take thing moment to try and escape, jumping on Roman's shoulders, then fleeing towards her friends.

"Somebody kill her! Roman and the White Fang members around him open fire on Ruby, which she dodges and weaves between until grim jumps in the way and stops the shots. When the smoke clears, grim was standing there in his full reaper armor.

" evening roman how are you? Roman growls and turns angrily to the White Fang member next to him.

" Attach this cart and spread the word: We're starting the train. The White Fang Member protests and argues.

"But we're not finished! Roman pins the White Fang member up against the wall with Melodic Cudgel and growls.

"Do it or you're finished! Meanwhile, Ruby is still fleeing behind Grim, but screeches to a halt as she realizes she's running towards a group of White Fang members. A huge explosion appears behind the White Fang members, sending them flying and reveling Yang and the rest of team Rwby behind them.

"Ruby! Weiss looks at Ruby in concern.

" Are you okay? Ruby nods and smiles.

" I'm fine, I'm fine! But listen! Torchwick's got all kinds of weapons and robots down there, and grims still back looks confused as she hands ruby her weapon.

"What?! Rubys eyes widen as she speaks.

" Androids, mechs, they're all loaded up on the train cars and Grims fighting the white fang right now to! Oobleck shakes his head and frowns.

" Ahhhh, that's ridiculous. These tunnels are sealed, the tracks lead to a dead-end we can easily help grim defeat them. Romans voice can then be heard across a speaker system.

"Get to your places, we are leaving now! The remaining white fang members picked up their fallen comrades, and jumped onto the train as it starts moving towards the saw this and arched an eyebrow.

"Well, it sounds like they're going somewhere. Ruby frowns and gets out her scroll.

"We need backup. Let me call Jaune. Ruby's scroll then flashes "Low Signal." Making her scowl.

"I can't get through! Weiss looked at her team in curiosity.

"So, what do we do? Oobleck looks up determined and raises a finger.

"I believe we only have one option... Ruby nods turning around.

" We're stopping that train! Grim grinned at these words and smirked as he was already closer.

" already on that, better get to it. A few minutes later, and everyone landed on the train. A White Fang member standing on the train hears the noise and looks outside the train to see rose petals. He brings out a communication device.

" I think they're on the— The White Fang member however, falls down as Oobleck hits him in the head with his weapon. Roman meanwhile, is in the front of the train as a White Fang member rushes in.

"Boss! They made it on the train! Roman nods while sighing.

" Then grab some cargo and get them off the train! The White Fang member nods and leaves to follow Roman's orders while Roman scowls.

"Man, animals, every one of then shuts up and looks awkwardly at the White Fang member sitting next to him.

" Not you though, you're, heh, you're great. Back with Grim, team RWBY and Oobleck standing on top of the train,

"Hurry, children! We must get to the front and stop this train! Weiss stops everyone as she looks down.

"Err... Professor? Oobleck rolls his eyes and grumbles.

"Doctor... Weiss glares, while pointing down a hatch into the train.

" What's that?Oobleck kneels down to take a look, hesitating.

" That my dear... appears to be a RWBY all cringe away from the hatch while Grim begins to use his semblence to rip the bomb out, having his shadowy hands grab it. Ruby however startles grim as she speaks up making him lose his grip.

" We've got baddies! Dozens of White Fang members can be seen climbing onto the top of the train as ruby speaks, and Oobleck grimaces.

"Well, I didn't expect them to go—. Oobleck is cuy off, as The bomb underneath them charges up and starts beeping making Oobleck sweatdrop.

" —easy on us, Time to go! As Team RWBY start running away, Oobleck stops Blake.

"Blake! Detach the caboose! It will kill us all! Blake nods and looks down.

"On it. Blake jumps down onto the connectors and gets ready to cut the connection, but as she does, the connection comes loose on its then, is looking up at Oobleck in confusion.

"It decoupled itself! Oobleck looked up at these words surprised.

"What?! Yang shrugs and smirks.

"I guess he really doesn't want us on this train. As Oobleck looks back at the detached cart, it explodes in the tunnel.

"That's not good... Grim nods and tries to think.

" why would he have a bomb the explosions arn't good for his escape. Ruby coughs, standing next to another open hatch.

" Err, neither is this! Blake looks surprised at these words as her bow twitchs.

"Another bomb?! Oobleck looks around, then runs to the next train car

"No. No. No. He then quickly opens the hatch and looks in, then yells back to Team RWBY

" They ALL have bombs! The bomb under Team RWBY charges up and starts beeping and the cart they're on detaches itself, forcing Team RWBY to run to the next cart. Yang looks irritated and throws up her arms at this.

"This doesn't make sense! The White Fang members can then be seen climbing the train ready to fight.

" Get the Humans! While,team RWBY jump forward to attack the incoming White Fang members, Oobleck then turns around and watches the detached train car explode, only this time, it creates a hole allowing multiple types of Grimm to emerge.

"Oh, face darkens, as he begins to take pot shots at the grims as he walks backwards on the train.

" cover me whenever we change cars okay? Ruby nods as the horde of Grimm begin advancing quickly despite Grim firing on them, toward the run away train.

" He's leading Grimm to the city! Weiss looked confused at oobleck and tilted her head. "What? Oobleck grimaced as he listened to Grim shoot.

"It's the cars! They detach and explode, creating openings for the Grimm! Blake glares at these words and shouts to Oobleck.

"That's insane! As she says this, another train car detaches itself, and Oobleck glares forward before looking at Weiss,Yang,and Blake.

"We have to hurry, You three, go below and try to stop those bombs! Ruby then tilted her head and looked at her mentor.

"What about us? Oobleck grimaced as he looked forward.

"We're going to stop this train. Ruby rolled her eyes and nodded.

" Yeah, I know. I said that earlier come on Grim. Grim shook his head and placed all his empty mags on his belt for safe keeping.

" you make sure you stop this train, and ill handle the grimm. Ruby frowned at this and protested.

" but Grim I can't just leave you here. Grim grimaced and lifted up his mask so he could look Ruby in the eyes.

" your not Rosy, come back for me afterwords. Ruby teared up at grims words and hugged him.

"But you could D-die. Grim stayed silent for a moment before grabbing Ruby and kissing her, stunning her long ejough for grim to jump off the train as a slid his mask back on.

" thats a risk im willing to take for the safety of you and others, watch ranma for me. Ruby nodded, and the rest of the group moved forward.

As the train kept going, Grim grinned as he grabbed one of the empty mags on his belt and threw it at the oncoming grimm.

" lets play fetch. Grim then transforms his scythe into its pistol forms, and fires two bullets at the mag making it explode, killing some grim and stopping others as a light cloud of smoke filled their vision. Grim then grinned as he ran forward and fired into the smoke killing dozens of other grimm before, jumping through the smoke and kicking an ursa to the ground. Grim now standing on top of the ursa, shot it in the head before jumping backwards as a king taijitu sunk its fangs into the ursa he was standing on. Grim seeing the taijitus mouth open,

Grabbed one of his empty mags, and threw it into the taijitus mouth. The taijitu didn't even then have time to blink as grim shot the mag causing its head to explode.

" you should watch what you eat you over grown - agh. As Grim spoke, the second taijitu head dove at his face and grim had to jump to avoid it.

" you son of a bitch. Grim then turned his guns the the unsuspecting taijitus head, and unloaded his dust into it.

" no one interrupts me when im talking. Grim then stood over the taijitus body and transformed his guns into a Death machine, as a pack of beowolves charged at him. Meanwhile, the train continues towards it destination, White Fang members start to pilot multiple Atlesian Paladin-290s, and jump to the top of the train. Ruby, Zwei, Ranma, and Oobleck are shown running until, Oobleck points as two Paladins are seen charging towards them."We have problems! Oobleck then takes a sip from his thermos before transforming it into its weapon mode, a small flame burning at its runs forward with fire in his maw while Zwei barks, prompting he's ready for an attack. He jumps and flips in the air, and Oobleck bats him, turning him into a small fireball. The first Paladin trys to shoot Ranma but fails as Ranma fire wheels into its chest knocking it off the train, The second Paladin is seen shooting at zwei, only for it to get knocked off the train by the combination attack of Oobleck and zwei. Both of the Paladins then tumble on the train tracks, and then explode when they hit a barricade. Another Paladin appears in front of Zwei and Ranma, its guns aimed at them. Suddenly, multiple fire attacks hit it, and Oobleck swiflty knocks it off the train as well.

" well done you two.

Down below, Yang, Weiss, and Blake enter the train car. Yang looks around and then nods to the others.

"I guess this is what we trained nods and then reaches into her pouch and gives Blake a magazine filled with Dust vials.

"Here, this should help smiles and slides the mag into Gambol Shroud, and then the three of them charge forward. Suddenly, they are stopped when Neopolitan drops from the ceiling and stands in their way. Yang growls and glares at neo.

"You two go on ahead. This one's mine. Blake and Weiss proceed forward. As Neo prepares for their attack, Yang fires a round to distract her, allowing Blake and Weiss to continue. Yang then steps forward toward her opponent, staring down as Neo gives a sinister smile. The two begin their fight. In the next train car, Blake and Weiss are seen running, and then look at each other when they hear the sound of revving up ahead. A figure is then seen dragging a chainsaw along the floor. The camera pans up revealing the figure to be the White Fang Lieutenant. Weiss glares and then looks at blake.

" You go on ahead! Blake nods with a stern smile.

"Got it! The Lieutenant chuckles menacingly as he holds up his chainsaw. The two Huntresses-in-training charge forward, with Blake deflecting an attack as Weiss flips backward. Weiss then delivers multiple strikes at the Lieutenant, knocking him down. She then smiles at Blake as she proceeds to the next car. The Lieutenant gets back up, again chuckling menacingly.

" Finally, I get to kill a Schnee... Weiss glares and holds up Myrtenaster

"en the next train car, Blake stops and grits her teeth when she's greeted by a familiar foe.

"Hello, kitty cat. You miss me? You know, we really gotta stop meeting like this. People are gonna talk... Blake charges forward to attack, starting their brief battle. Roman blocks like usual but was unprepared for blakes aftershadows to take on dust abilities and was stunned from this move. Blake then soon knocks him down, and when he attempts to get back up, Blake steps on his chest and points her sword at his throat. Roman chuckles nervously before his voice gets a dramatic change in tone.

" Why are we fighting? I saw you at the rally, we're on the same side and you know it... Meanwhile, Weiss is fighting the Lieutenant. Things take a turn for the worst when time suddenly seems to slow down.

"C'mere, princess! The Lieutenant grabs Weiss' face and slams her into the floor, knocking her unconscious. He then throws her in the air just as he's about hit her with his chansaw... Yang's fight is still going badly with yang unable to hit neo. And soon ends when Neo manages to throw her into the ceiling, knocking her unconscious. Neo then turns around to approach Yang...

But, back to Roman being held down by Blake, he grunts as she points her blade at his throat harder. Roman chuckles once again at her actions.

"Oh, still feisty. Soooo, what are we gonna do now? You think a little bow on top is gonna make people forget who you were? What you've done...? As she grits her teeth at his words, Blake hears the door from leading to the previous train car open behind her. An unconscious Weiss is thrown to the floor with the Lieutenant emerging from the doorway holding his then grins as he looks at the two.

"So what's it gonna be, Blake? Blake sheaths Gambol Shroud and kicks Roman in the face, knocking him unconscious. Blake then goes over to Weiss' aid, and flees immediately before the Lieutenant could get to the both of them. Meanwhile, Grim had just got done finishing off the beowolves, when he noticted a death stalker charging towards him.

" ha not today. Grim then grabbed the five empty mags he had and threw them at the death stalker. The death stalker stopped looked at the mags that hit it and then snapped at them. However, the death stalker was to late as, grim transformed his weapon back into its scythe form,and fired at the mags causing an explosion amd a cave in. Satisfied that the grimm were stopped, grim turned away, until he heard the sounds of metal chains being dragged.

" the hell? Grim turned around, and then, a mace flew through the debris, and let all the grimm through.

" you think you have one descendent of therist, but both this plan, and this attack is just the begining, you can not stop us. After these words were heard, the shadow of a twelve foot bulking humanoid grimm came out of the smoke as the other grimm passed both him and grim.

" and who are you to say wether or not I can stop this. The Grimm laughed and swung his mace up onto his shoulder to hold it.

" I am kyo jinn second general of therist, and as for why i can say your going to lose, this is all acording to plan you fool. Grim growled at these words pointed his scythe at kyo.

" i care not for your plans, titles, or masters, i wont let therist return. Kyo laughed at grims words and grinned as he began to spin his mace around.

" you don't have a choice boy. Grim growled at his words, and began to walk forward ready to fight again. Meanwhile, Neo is seen pulling a hidden blade from within her umbrella and approaching the unconscious Yang. She then prepares to deal the finishing blow, grinning sadistically while doing so. When suddenly, a masked warrior - raven-haired and clad in red and black - comes out of nowhere and knocks Neo back. Neo's eyes change from brown and pink to white, mirroring her fearful expression. The mysterious swordswoman slowly draws her sword again - long and crimson red - and holds it up intimidatingly. Neo, realizing who she's up against, wastes no time and quickly vanishes into a flash. The swordswoman looks down at the still unconscious Yang and slashes her sword to the side to open a red portal of some sorts. She walks away from Yang and into the portal. As this happens, Yang regains some consciousness and slowly gets back up. As she opens her eyes again, she gets a brief glimpse at her rescuer before the woman disappears at her next blink. Yang then rubs her head, still reeling from her unconsciousness, before standing up and leaving the car and up onto the roof. Back to Ruby and Oobleck, the Doctor dodges a couple swipes from the Paladin, and then runs to the top of its head, and shoots it in its engine before jumping back down. Ruby then twirls Crescent Rose around a few times, and then she and Oobleck fire simultaneously at the Paladin's feet, knocking it off the train. The both of them then switch positions.

" Ruby! You go on ahead! Ruby hesitates and looks at Oobleck unsure if she wants to leave him.

"But- Oobleck smiles and tips his hat.

" Don't worry, Ruby. It's time... I teach them a lesson... come Ranma. Ranma chirps in response, and the Doctor then goes to take on two oncoming Paladins with Ranma at his side. Before ruby leaves, Ruby notices the saddened Zwei looking up at her. She then smiles and motions him to go join his new friends.

"Go. With that, Zwei's expression changes dramatically and barks happily before running off to fight alongside the Doctor and Ranma. Ruby then hurries to the front of the train. The remaining members of Team RWBY then reemerge from the train cars to rejoin their leader. Ruby is seen with a worried face as the fast-approaching train is about to make a head-on collision with a heavy duty wall up ahead. Blake turns to her teamates in worry.

"What do we do? Ruby and Weiss smile at each other, and the latter forms an ice shield to protect their teammates, bracing themselves for the impending crash. Just as, back with Grim, he and kyo jinn crash into each other making Rubys face fill with worry, as the train crashes into the wall, the explosion causing the area to go white. Ruby's first person perspective is confusing and dizzying, as she recovers from her shell shock. She hears the sound of an emergency alarm blaring as her vision comes back with buildings into her view. She turns her head to the lower right and sees Blake and Yang slowly getting back up, her sister coughing as the dust settles. She turns her head again and sees Weiss sitting up against a large piece of debris, who also gives a thumbs up at her team leader signaling she's okay. Ruby then sits back up, and the team of huntresses then notice, much to their worry, that they have returned to the central part of Vale, and multiple civilians in the area notice them among the debris. Ruby then hears the sound of low rumbles and growls from behind her. Suddenly, a giant King Taijitu emerges from the hole, and multiple Grimm start pouring into Vale. The civilians scream as they attempt to flee the chaos. The sounds of screams and roars fill the air, and all Team RWBY can do is watch in horror. close up on Ruby, her expression changes from worried and scared to angry and determined.


	18. Grim disapearences

Jaune suddenly wakes up to a call on his Scroll, with the ringtone "It's a Big Ursa!" playing.

"Hello? Jaune hears noise for six seconds from Ruby's Scroll before the call ends making jaune worried.

" Uh, Ruby?Later on, Team JNPR walks at dawn towards their Bullhead.

" I'm sure they're fine. Jaune turns to pyrrha and looks unsure.

" You think? Nora shrugs and smiles at jaune.

"Probably a butt dial... Ren nods as he speaks.

"Team RWBY has always performed exceptionally in the field. We should be focusing on our own mission. Nora grins and pumps her fist.

"We're gonna be deputies! Jaune nods but looks unsure.

"I just got this feeling... I don't know. Pyrrha frowns and opens her mouth to speak but suddenly, alarms ring out as they see the city up in smoke.

"We're changing our mission. Everyone on board!As the team heads toward their Bullhead, Jaune does a headcount.

"Ren, we'll make it to that village another time. Take us into the city! Meanwhile,As the Bullhead takes off, Mercury , Cinder , and Emerald are watching Grim fight via shadow projection frowns watching how they seem even matched.

"You don't think...Mercury shrugged and rubbed his chin.

"Sure looks like frowned at these words and glared.

"what do we do if he wins hes miles away!Mercury frowns and turns to cinder.

"So? What do we do?A look of thought apears on Cinder's face, before she makes her decision with a grin.

" don't worry I have a back up plan, kyo can handle grim for back in the tunnels, grims scythe and kyos mace connected together again as both oppenents swung their weapons around, each trying to get an advantage on the other.

" you are pretty good boy but, try this on for size. Kyo then slammed his mace into the ground, causing a cloud of smoke to rise making grim rub his eyes, and leaving him open as kyo grabbed him by the head with his foot.

" going up. Kyo then threw grim up into the ceiling causing pain to rack his body but, kyo wasnt done yet as he punched grim as he was falling, sending him sprawling onto the train tracks.

" tch is this all you have boy? Grim growled as he stood up and began to channel shadows around his body, before charging forward. Kyo seeing this move laughed as he swung his mace torwards grim again, but was surprised when grim shadow traveled to the side of it, and kept running.

" your shadows wont save you reaper. Kyo then pulled his mace back to try and hit grims back but was surprised again as grim jumped over his mace.

" damn it stay still and take your beating. Kyo then once again slammned his mace into the ground to bring up a cloud of smoke however, grim already knew what he was going to do and slid, so that he went right under kyo and ended up behind him, before firing his scythe, so that he went spinning backwards and ended up stabbing kyo through the back.

" argh fucker. Kyo then quickley spun around and back handed grim away from him knocking his mask off.

" i don't care if therist wants you alive i'm kicking your ass first. Grim rubbed his face and his eyes narrowed on his scythe which was still in kyo.

" well then come get me you big ugly fuck. Kyo roared at grims words and wrapped his mace around his arm before charging at grim. Grim seeing kyos rage grinned as he crouched down and got ready to move. Seeing grim standing still made kyo grin as he got closer and jumped so he could smash his mace into grim.

" take this you brat. However, before kyos attack could hit, grim rolled backwards and then ran forward and jumped, using the mace as a stepping stone, as he back flipped over kyo and ripped his scythe out of his chest. Not wasting any time, grim transformed his scythe into its pistol forms and quickly unloaded on kyos back. Kyo however just got angrier as the dust just felt like a swarm of bees, as he turned around and dove at grim. Grim however spun away from kyo and kept on firing at him until he had to reload.

" you coward fight me with a real weapon instead of those guns. Grim grinned at kyos words as he grabbed his empty mags and tossed them to the ground , before he then turned to look at kyo.

" well these certainly seem to be working on you. Kyo roared at these words and charged forward and grim again, before running his fist through grim, only for grim to disapear.

" shadow projection? What how? Grims laugh could be heard and kyo turned around to see grim pointing his gun at the ground.

" you under estimated me kyo now pay the price. Grim then fired at the mags at kyos feet causing an explosion and a roar. Before grim could wait for the smoke to clear, the mace came out of it and slammned into his chest knocking the air out of him.

" you Little BRAT! kyo then stomped out of the smoke as he pulled his mace back to him, his armor was in pieces, and he was covered in cuts.

" i'm going to kill you. Grim chuckled as he whiped the blood from his mouth, and then slowly stood up again.

" you can try but, i wont let you, i have a reason to live. Grim then raised his pistols and charged forward firing at kyo, who growled in reply.

" foolish boy. Kyo then unraveled his mace and swung it towards grim. Grim however grinned as he saw this and tilted his pistol up before throwing it like a boomerang, catching one of the chain links and impaling the mace to the wall. This allowed grim to run forward and impale kyo through the heart, as he was left un-guarded. However to grims surprise, kyo began laughing and grabbed grim by the head.

" its going to take more then that to kill me boy. Kyo then slammned grims face into the wall causing a crater, and sending grim through the wall. Kyo grinned at the damage he caused, and ripped the pistol out of his heart before throwing it to the ground ,and stepping into the cave he sent grim into. However, kyo was unprepared for a shadow covered fist to slam into his face, sending him back into the tunnels.

" you have no idea what your dealing with. Grim then stepped into the light, to reveal that he was covered in shadows making kyo growl.

" damn you reaper just die already. Kyo then charged forward again and swung a fist at grim, only to have grim catch it.

" what thats impossible no ones stronger then me except lord therist how-. Kyo however didnt get to finish his sentence, as grims fist slammned into his gut making blood come out of kyos wounds as he gagged and fell to his knees.

" Damn you, Damn you! Kyo then jumped at grim and began to quickley strike at him, but it was no use, as grims semblence enhanced body made him quicker and stronger. Knowing that he didnt have much energy left, grim acted quickly and uppercuted kyo, and then slammned his face into his knee before, kicking him to the ground.

" this is where it ends kyo jinn. Kyo laughed and coughed up blood.

" yes it is for both of us. Grims eyes narrowed at this as he collected both his pistols and reformed his scythe.

" and why is this the end for me. Kyo grinned and spat more blood from his mouth.

" because your out of energy. Grim snapped at these words and brought his scythe down, cutting kyos head off. But, kyo was right as, after grim did this the shadows surronding him disapeared, and grim stuck his scythe in the ground to try and help him stand. This however failed, as only his cloak was pulled off by his scythe as he fell to the ground, landing next to his mask.

" at-least-I-won. As grim said these words, a faint singing could be heard coming his way.

"I dont want to set the world on fire I just want to start a flame in your heart~. As grim opened his eyes one last time, he was greeted with the sight of cinder standing over him before she smiled and knocked him out.

Meanwhile at around the same time their fight started,team RWBY is surrounded in the middle of the pavilion by Beowolves, Ursai, and a massive King Taijitu. The King Taijitu unleashes a mighty roar, signalling the Grimm to attack. Ruby plants Crescent Rose on the ground before kicking away the Grimm, Yang Xiao Long propels herself upwards, performing aerial bombardments with Ember Celica on the Grimm before three Giant Nevermores send her crashing to the ground. Blake Belladonna slashes a Beowolf with Gambol Shroud before firing on the other approaching Grimm. Weiss Schnee slashes three Beowolves, before summoning a glyph to conjure up an ice blade. Yang, back on the ground, sends several cars flying towards the Grimm. As Ruby finishes slashing at a Grimm, she notices the King Taijitu ready for the attack, until she also sees Nora Valkyrie flying on her Magnhild hammer towards the King Taijitu, slamming it on the head and killing the beast.

"Nora Smash! Jaune, Pyrrha Nikos and Lie Ren soon follow.

"Let's move! Jaune grins as he looks around and spins his sword.

" Okay, who's first?Jaune then hears a growl and turns around to notice a giant Ursa standing behind him.

"Oh-oh-okay, you're first, huh? Okay, no, that's fine. Totally fine, done this before, done this before...With a mighty scream, Jaune slashes the Ursa several times before it falls. Pyrrha smiles, as she notices his improvement. A few feet from the fallen Ursa, Sun Wukong and Neptune Vasilias arrive, flashing their badges.

"Nobody move! Junior detectives! Neptune grins and nods.

" We have badges so you know it's official!

However before any more could be said, a fleet coming from the Atlesian Military, consisting of dropships deploying Atlesian Knight-200 units and the flagship of James Ironwood. Sun and Neptune react in awe of the fleet as Sun drops his badge to the floor. As Team RWBY looks up in the sky, an Ursa takes the opportunity to attack Ruby from behind. However, it is gunned down by a dropship's machine gun. As the robotic Knights deploy, they start gunning down the Grimm. Two of the Knights are stampeded on by a Boarbatusk, but a separate group of three Knights fire on an Ursa, and another Ursa has fallen from a Knight's punch. Cinders voice can be over heard from her com, signalling Mercury and Emerald to attack the Grimm. As an Ursa receives the business end of Mercury's Boots, at least half a dozen assorted Grimm stand in front of Emerald. Emerald however just grins as she pulls out her Weapons which are actually in the form of a pair of bladed, revolver shaped pistols, which are firing Dust particle lasers at the Grimm. The Grimm pack learn this the hard way, when all but a single Ursa fall while charging at Emerald. Emerald quickly transforms her pistols into kopis blades, flipping and slashing at the rampaging Ursa to kill it. Out of the opening comes Zwei and ranma, followed by Dr. Oobleck in a damaged Atlesian Paladin-290. An airship arrives, dropping off Team CFVY and Professor Peter Port. As Yatsuhashi is surrounded by a pack of Grimm, he swings his mighty greatsword on the ground, unleashing a shockwave. Velvet and Fox respectively kick and punch the Grimm, and Fox unleashes a combo of slashes and punches that make a spiked Ursa explode, impaling the nearby Grimm with its spikes. Coco then strolls by and gives Fox a light pat on the butt.

" Nice hustle, Fox. Good then approaches a large Beowolf.

"You just destroyed my favorite clothing store. She then Spits on the grim before speaking again.

"Prepare to , after swatting away its right hand, kicks the Beowolf in the crotch. She pushes her glasses down, as it falls to the ground and looks at her, she leans down and slams her bag onto its head. She effortlessly swats away more beowolves, and the rest of Team CFVY resume fighting. Velvet steps forward, about to open her box. Coco however, raises a hand to Velvet.

" Hey, come on, you just spent all the semester building that up. Don't waste it then transforms her handbag into a giant minigun, and starts firing, slaughtering the advancing horde of Grimm, including a Death Stalker and three Nevermores. Port and Oobleck regroup at the opening, nodding their heads. They fire their weapons at the approaching Grimm, while Glynda Goodwitch mops up the remnants and immediately closes the opening with the power of telekinesis. Un known to almost everyone however was the fact that grim never came out one person however knew grim was gone.

" I have to see ozpin now! Nocturne sensing grims shadow being hidden then shadow traveled to ozpins office and waited. Meanwhile Later on, everyone meets in the pavilion as Roman is escorted by Mercury and Emerald towards an Atlesian airship.

"Oh, I can't believe that you caught me, you've really taught me the error of my ways. He-hey, watch the hat! Yang smirks seeing torchwick get taken away.

"Well, we did it. Blake nods and smiles.

"We did it. Weiss nodded and sighed.

" If we don't get extra credit for that, I'm gonna be seriously disappointed. Yang grinned at weiss and shrugged.

" uh Weiss, a two-headed snake literally crushed a bakery. I wouldn't count on nods and frowns.

"Plus, I mean, we didn't solve everything. A lot of people were hurt, and we still don't even know why they did this, or who that mystery girl was. Weiss shrugged and shook her head.

" Well, not every story has a neat and tidy ending. Blake smiles and looks at her teamates.

" We might not have all the answers, but we do have a lot of dangerous people behind bars. And I think that's something we could be proud grins and nods.

"Yeah! And if anyone tries something like this again, we'll be there to stop them and so will grim where is he any way. Yang shrugged her head.

" I don't know probably sleeping after fighting that big guy, any ways, Yay, teamwork, camaraderie, good guys, go team, alright, good job... So, what now? Weiss shrugged and had a blank look.

" I suggest training for the tournament, but I guess we have that covered at this point. Blake hesitates thinking.

"So then... Ruby answers for her.

" Uhh... Time for bed? Yang nods and smiles.

" yes Please. Blake agrees, with her eyes looking ready to close.

" Absolutely. Weiss nods and smiles.

"Yes. Yang grins as they walk.

" I'm going to sleep forever.

Meanwhile Vale's Government Council calls on Ozpin, who responds in his office.

" Ozpin, Ozpin! Ozpins eyebrow twitchs but anwsers the call camly.

" Yes, Councilman. Councilman spoke quickly in an irratated voice.

"You've left us no choice. The Vytal Festival tournament cannot be broadcast, let alone held, if we are unable to ensure the safety of the citizens. Ahem... Therefore, we have reached out to the Atlas Council and together have decided that the best action is to appoint General Ironwood as head of security for the event. Ironwood nods and smiles. Thank you, Councilman. Our Kingdom is happy to lend as many troops as it takes to ensure that the event runs smoothly and safely as nodded on the screen and turned to ironwood.

" And we thank you, General. Ozpin grit his teeth behind his lips but spoke calmly.

"Will that be all?

The Councilman nodded but then spoke in a threatening tone.

" For now. But after this festival comes to a close, we are going to have a serious discussion about your position at Beacon Academy. General Ironwood's reports over the last few weeks have left us somewhat... concerned. I am sure you understand. Ironwood then spoke up with a light smile. This is the right move, Ozpin. I promise, I will keep our people safe, you have to trust hangs up the video call, and Nocturne drops to the ground in front of ozpin.

" that arrogant bastard how dare he, how dare he! Ozpin sighed at nocturne and turned to him.

" i'm going to be hearing that from glynda soon, so why are you here. Nocturne sighed as he calmed down and cans fell out of his cloak making ozpin raise an eyebrow.

"Are you drunk? Nocturne sighed and lookd up at ozpin with a look he knew all to well.

" oh dear god no!, they have grim dont they, how could this happen. While ozpin spoke calmly his eyes showed worry and panic as he looked at nocturne, as nocturne spoke.

" i dont know one minute hes fighting with team Rwby and the next hes gone. Ozpins eyes darkened at this and he sighed.

" Ruby and the others dont know yet. Nocturne nodded and looked up with determination.

"ill tell them but first. Nocturne then shadow traveled over to Ironwood, who was looking towards Beacon and Ozpin's office through a window.

" You brought this on yourself. Before ironwood could turn around, nocturne dropped down in front of him and put his scythe blade up to ironwoods throat.

" i could say the same to you iron brain. Ironwood gasped at the blade pressed against his throat.

" why-are you-. Nocturne growled and pushed harder.

" you know why you fuck- if ozpin loses his job you loose your head asshole, shape up. Nocturne then shadow traveled away, and Ironwood calmed down shook his head and then walked toward a heavily guarded Roman in his holding cell, albeit without his signature hat.

"Leave soldiers leave Ironwood alone, so that he can talk to Roman.

"I've been informed that so far you've refused to co-operate with the authorities. Roman grinned and shrugged.

"I know this might be hard to believe, General, but uh... I'm not the biggest fan of local law enforcement. Ironwood smirked at this and tilted his head.

"How about the world's strongest military power? Roman pretended to think and smirked.

"Hmm.. first impressions... not great. Ironwood narrowed his eyes and scowled.

" I'm going to give you one chance. Who's really behind all this? Roman smiled and spread his arms.

"Isn't it obvious? You're looking at him. Ironwood nods and thinks.

"Hm.. Very well then. Roman frowned at the generals attitude and tilted his head.

"What's the matter, General? I thought you wanted to talk. Ironwood smirks and turns around.

"The council's given me custody over you for as long as I see fit. So make yourself comfortable. I can be sure that you'll have plenty of time to talk. Roman smiles at this and begins to laugh.

" Oh, wonderful. Hehehe..Meanwhile,Cinder, Mercury, and Emerald meet discreetly at a rooftop with Grim in cinders arms.

"All in all, I call today a success. Emerald nodded but frowned.

"Those stupid kids really made a mess of things. Mercury nodded and grimaced.

"Yeah. A lot of Faunus didn't make it out the tunnels. You still think the White Fang's gonna listen to us? A voice speaks up from behind them answering their doubt.

"No, but they'll listen to me. Mercury and emerald then turn around to see, Adam Taurus the leader of the white fang. Meanwhile, nocturne knocks on team Rwbys door. It takes a few minutes but eventually ruby opens the door.

" yes? Nocturne smiled politely and waved.

" hi you must be ruby my name is nocturne,can i come in. Ruby hesitated but then nodded and let nocturne in.

" hey you look like grim. Nocturne sighed as the rest of team Rwby woke up and nodded.

" yes i know thats cause im his father. Yang perked up at this and rubbed her eyes.

" woah your his dad thats so cool does he know your here. Nocturne frowned and blake asked the question first.

" whats wrong sir. Nocturne sighed as he took out grims scythe, mask, and cloak.

" grim never came out of those tunnels. Rubys eyes widened and filled with tears,zwei and ranma whimpered, while the rest of team gasped.

" then we need to go find him quick girls get ready.

Nocturne smiled at their determination and turned to leave but was stopped by ruby who hugged him.

" thanks for telling us. Nocturnes eyes filled with sadness but nodded as he hugged her back.

" your welcome. Later that night, after searching for grim Yang is walking in the Beacon Academy courtyard trying to clear her head when she starts towards the mysterious swordswoman, who saved her

"Who are you?The mysterious swordswoman removes her mask, revealing herself to be Raven Branwen, similar to Yang in appearance.

"Yang, we have a lot to talk , whose eyes have turned red growls, before the two begin to talk. It had been two weeks since grim had gone missing with no luck in finding him, most think he died in those tunnels others think that a more sinster force had taken him. Unfortunantly the latter was true and Grim was currentley being held deep in the middle of grimm territory in a black and white pyramid. The entrance of the pyramid, was covered by the skull of an alpha godzilla, past that were vast rooms and tunnels each currently crawling with little imp like grimm. Past these rooms and tunnels is the barracks and housing of the human grimms. And then finally at the center and very back of the pyramid was the throne room,the cult of therists church, and the dungeons where Grim was currently being kept.

" ya know, Grim you sure put up quite the fight in those tunnels and even killed another of therists generals I'm impressed. Grim growled at the voice that filled the room and a giggled followed his reaction as firey orange eyes watched him from the darkness.

" hmm still so feisty thats good i love a man who has fire in him. Grim snapped at these words and tried to break the chains that held him to the wall,only for them to move a little. Cinder grinned at his actions and stroked his cheek in affection before taking out a syringe.

" now hold still my dear, this will only hurt for a second. Cinder then jammed the syringe into grims neck and soon sucked up and produced a vial of blood, which was placed in a cooler filled with them.

" there we go all done now, here let me make you feel better. Cinder then leaned forward and kissed grims neck and licked the mark the syringe left with some fire dust closing it and allowing cinder to taste grims blood.

" hmm you taste devine darling well if you excuse me, I have a summoning to attend to. Cinder then carried the blood into the church and grinned as she looked at all the members of the white fang and her apprentices.

"white fang, today is a glorious day, today is the day that my master is remade and reborn, he can bring us power, he can bring us revenge, and with this blood i spill, he will bring us victory. Cinder then poured grims blood onto the floor causing the runes to light up a blood red, as the blood passed through them. As the white fang cheered and cinder grinned, the blood slowly took form into the shape of therist and then, therist himself came out of the shadows of the floor, covered in grims blood with a sickening grin on his face.

" I have returned! The cheering of the white fang got louder at this and cinder grinned as all over the world, the light seemed to dim a bit. Soon after therists summoning, cinder had met up with him in the dungeons.

" master everything you've planned has worked in our favor, what is your next move. Therist hummed at these words as he slipped on his bone armor and his mask and then turned to look at grim who was staring at him with a look of hate.

" well the vytal festival and the tournament is tomorrow yes, why dont we go crash it. Grims eyes widened at this and he once again strained against the chains, begining to Faintly glow white and black as he struggled and actully caused a chain to stretch and almost snap.

" Damn you, you stay away from vale you damned monster. Therist narrowed his eyes at his decsendent and slapped him across the face before grabning him by the throat and forcing him to look into his eyes.

" Grim my boy look at you, your the spitting image of my brother before he found his semblance of light, tch even your shadows glow white from your pure Aura now, tch ill have to do something to fix you later oh, before we go though. Therist then swung his claws backwards and slashed three long gashes across grims chest causing him to bleed and growl only for therist to catch the blood in vials before, stopping the bleeding and sealing the wounds..

" this will be valuable for my experiments ta ta for now Grimmy boy. Therist and cinder then disapeared in the shadows leaving grim almost completly alone, his only company being Adam who just walked into the room.

" hello grim lets have a chat.

Meanwhile back in vale, everything was somber and sad at beacon both teams rwby and jnpr were unsually sad and quiet making most of beacon normal. Cardin seeing both teams in such a mood came in between both tables and spoke up.

" guys come on you cant be so down on yourselves just cause grim went missing you all did what you could, if anyone should be feeling down it should be my team we didnt help out all that much during the attack. Both groups turned and looked at cardin in surprise who was now frowning at the floor.

" cardin your actually being nice? Cardin chuckled at jaunes words and sent a light glare his way.

" don't push it jaune, yeah im being nice, I've been trying to be a little bit nicer ever since grim and you threatened me. Jaune smiled sheepishly and nodded at cardin in confirmation.

" yeah thanks for reminding me of that. Before another word could be said, weiss stomped her foot on the floor with a loud thwack, and stood up glaring at the two boys.

" enough of the small talk cardin get to the point. Cardin frowned at her anger and raised his hands in defense.

" Sheesh okay calm down ice queen i was just going to suggest that we go looking for grim ourselves. Weiss snorted at this and crossed her arms as she sat down.

" thats stupid ironwoods in charge for this week, hed never let any of us out of the city, not to mention we dont know where grim is at all, for all we know he could be grimm food. Ruby let out a whimper at weiss's words before starting to cry making everyone glare at weiss. "what its the truth, we dont have enough information. Cardin coughed after weiss said this and spoke up again.

" actually that might not be true. Yang perked up at these words and helped ruby calm down as she spoke.

" wait what do you mean. Cardin smiled as he pointed to his teamates who were about to start a riot.

" well were going to cause a distraction and then your two teams can split up and go look for grims dad in the city. Ruby sniffled at these words as she quickly ran up and hugged cardin in grattitude.

" thanks for helping cardin. Cardin blushed at being hugged and grumbled as he pulled away.

" this dosent mean im nice, now get out of here things are going to get a bit messy. Cardin then roared as he picked up a table and threw it across the room, slamming it into a platoon of Atlas soliders, and distracting the soliders long enough for both team rwby and jnpr to escape. Outside, both teams planned quickly.

" okay so we have no idea where nocturne is so we have to split up and find him my team will search downtown jaune your team will search the rest. Jaune nodded at the plan and rubbed his hair.

" alright team jnpr everyone ready for this. All of the team anwsered with yes, and jaune smiled at the replies before nodding his head quickly running with his team to search Ruby seeing them leave smiled and turned to her team.

" alright so were going to start at all the clubs and bars keep in touch using your scrolls and report in if you find him. Everyone nodded and confirmed this and team then split up to look for nocturne. An hour later, and both of the teams had met up in juinors club to see yang and ruby sitting by juinor and talking to him.

" and then he payed for the bottle and took of muttering something about going deep into Grimm territory.

rubys eyes widened at this knowledge as she cussed in acknowledgement.

" damn it, following him isn't going to be easy but, I think we can do it. Blake nodded but her eyes narrowed as her ears twitched.

"Wait shh everyone be quiet. The hole club then shut down and got quiet at the wave of juniors hand then, at that moment, a whole platoon of Atlas soldiers burst through the door followed by general ironwood who had a smug grin on his face.

" i knew i would find you all here. Weiss glared at these words and pointed a finger at ironwood.

" get to the point general why are you here. Ironwood scowled at weiss as his proper bragging speech was cut off and pressed a finger to his temple.

" well you screeching little harpy now that im in control of the defense of vale i give the orders around here and no ones going anywhere. Yang growled at these words as her eyes flashed red and her hair began to burn.

" you want a bet dickwood. Ironwood chuckled at these words and waved his hands to the soilders behind him.

" why as a matter of fact, i would. Before anything else could happen, junior coughed and stepped in between the two opposing forces.

" excuse me but, you just blew open my new mahogny door, not like i dont like the insurance money but that door was mahogny and it was really nice, so what do you want. Ironwood shrunk back a bit as he noticed that he did indeed cause property damaged.

" im sorry about the door but, im here to collect these wayward students and-. Ironwood never got to finish as junior stepped forward with a glare.

" their not going anywhere with you. Ironwoods face morphed into a look of surprise and then laughed at the glaring junior.

" oh yeah, and whos going to stop me. Junior smirked as he finished cleaning a glass then put it down before shrugging.

" oh I dont know mabye me, and them. Junior then gestured behind himself to show that, all of his men were behind him, with guns all aimed at ironwoods face.

"you cant do this im in charge of the defense of vale. Junior rolled his eyes at thess words and his smirk got bigger as he crossed his arms.

" yeah you must be compensating for something if you treat everything like a competion of dicks. While ironwood blushed and fumed at this everyone else laughed.

" how dare you! Your going to pay for that, fi-. Before ironwood could get the word out, Ruby was in front of him with her scythe at his throat.

" Finish that word I fucking dare you. Ironwood stuttered at this and sighed as he called off his men and waited as they left behind him.

" fine go get yourselves killed for all I care. Ironwood then stomped out as a calm looking ozpin walked past him.

" hello all, so i hear youve been looking for nocturne. Both of the beacon teams smiled sheepishly at ozpin who smirked at their expressions.

" well i admire your wanting to save grim but, we have no idea where he is, someone is blocking out the shadow veiw technique which leaves us with no informotion and that is why, only nocturne can go look for clues. Both members of all teams sighed at this information but, ruby looked the most upset.

" Mr. Ozpin are we ever going to see grim again. Ozpin hesitated for a brief second and then anwsered.

" i do beileve we will, now run along and enjoy the rest of your day its already one pm after all. Both teams all agreeded with these words and left the building while ozpin turned to junior.

" thank you for helping protect my students. Junior smiled at the thanks and shrugged as he sat down.

" eh its alright no need to thank me they make things interesting around here. Ozpin smiled at juniors words and nodded.

" they most certainly do have a good night now. Ozpin then followed his students with his thoughts on his friends safety.

" nocturne where ever you are please be careful my friend. Speaking of which, nocturne was currently flying through the woods full of anger looking for grim.

" fucking council, damn it ironwood why couldnt you see what was right in front of you, therist is back now and he has grim, i failed as a father. As nocturne flew through the forest, he noticted an area he couldnt see with his shadows and grinned.

" there you are hold on son im coming. Nocturne then flapped his wings harder and took off fast towards the area. One hour, it took one hole hour for nocturne to arrive but when he did he quickly cussed in anger as grimm swarmed out of the pyramid.

" damn you therist these monsters wont stop me.

As nocturne began to fly up over the pyramid to try and make a hole,several human like grimm flew up after him and tried to destroy his shadow wings.

" shit fucking grimgoyles. Nocturne then flew away from the pyramid as several grimgoyles chased after him.

" im sorry grim ill get ozpin as soon as i can and come back for you. Nocturne then growled as he used a shadow to swat one of the grimgoyles away.

"Get away from me you demons. The grimgoyles screeched at this and dove at him again.

" damn it i said get away. Nocturne then pulled out his scythe and and switched it to its shotgun form before blasting away two grimgoyles and turning them into white dust. The rest of the grimgoyles seeing this weapon that nocturne has, began to fly around sporadicaly to dodge his seeing this movement, fired at a tree as he flew around it and crushed two more grimgoyles as he flew away from the destruction.

" ha take that you overgrown statues. The remaining eight grimgoyles hissed at this and flew in a spiraling v patern towards nocturne. Nocturne seeing this new move grinned as he flew up into the air with the grimgoyles following him. After a few minutes, nocturne let his wings go and fell down spiraling. As the grimgoyles reached nocturne, nocturne whipped his shotgun around cutting the last grimgoyles apart as nocturne spread his wings and flew again.

" good now to go find ozpin. Nocturne then flew towards beacon with determination on his face while the shadows watched him. Meanwhile, therist and cinder were walking through vale and therist laughed as he looked at the shadows.

" ah nocturne you always were trying to save your dear baby boy from fate but, your a failure arn't you, tch fool there are far to many grimm in my sanctum for that. Cinder chuckled at her masters amusement and put a hand on his shoulder.

" master i know its amusing to win but calm down you dont want any attention right now. Therist grinned at her words and shook his head.

" cinder my dear sweet little girl worry not your little head, the only person who could ever hope to match me in battle other then grim and nocturne is-. However before therist could finish speaking, Glynda stood up as they neared the sign up booths for the tournament.

" proffesor ozpin you've returned did you stop the teams from looking for nocturne. Glynda then walked past the two towards ozpin, who spoke when she got close.

" yes i did, i even got to see ironwood beaten at his own game. Glynda smirked at this knowledge and shook her head.

" damn i wish i came with you then. Ozpin chuckled at this and shook his head.

" yes well lets go to my office i have a feeling nocturnes going to be back soon. Glynda nodded at ozpin and smiled.

" very well sir, lead the way. Ozpin and glynda then both headed towards the beacon doors to go inside leaving therist and cinder alone by the sign ups.

" as i was going to say, is ozpin. Cinder frowned at this and looked at ozpins tower.

" why is he of all people a threat to you. Therist snorted at this and his eyes burned red with hatred as he looked at ozpins tower.

" his ancestor became my brothers first friend and was one of the main reasons why i fell, I wish I could have killed him to sqaush out his bloodline then and there. Cinder glared up at the tower as well at these words, while therist signed up for the tournament.

" ah here we are therin blackwell what a good fake name for me hahaha oh it's always the funniest when the hunters are blind when you stick the prey in their face. Cinder grinned at these words and rubbed her hands together.

" i couldn't agree with you more now then whats there to do when we get back. Therist grinned as he pulled out a syringe,dust, and a book from his cloak and showed them to cinder.

" why we experiment of course. Meanwhile, Adam had learned of grims life story and why he became the reaper.

" your treated so much like a faunus why do you protect those humans. Grim forced a smiled up at adam, and then strecthed before speaking.

" because some of them are important to me adam, just as blake is important to you. Adam remained queit at these words before frowning and speaking again.

" Granted blake is family to me, but what about the other humans why save them why not take your special people and join us. Grims eye brow rose at this and he chuckled as he looked at adams mask.

" cinder hasnt told you about therists dislike for humans and faunus has she. Adams mouth opened in shock and alarm,and he quickly tore off his mask and looked deep into grims grey eyes with his brown ones.

" what do you mean tell me right now! Grim chuckled again and shook his head at adams reaction.

" you poor fool, you don't even realize your being used, therist hates human and faunus kind alike but he especially wants to get rid of the faunus. Adam narrowed his eyes at this and growled.

" then why is cinder serving him if she knows this? Grim once again chuckled, and looked up at adam with a dark look in his eyes.

" its because therist dosent plan on keeping any of you human for much longer. Adams eyes narrowed at these words,as he picked up his mask and put it on before becoming blank and emotionless again.

" thank you for telling me reaper now if you excuse me, i have an issue to deal with. Adam then strolled quickly out of the room to go find cinder, only for therists loud voice to boom all around the pyramid.

" all members of the white fang come to the throne room. Adam growled at these words and grabbed onto wilt and blush ready to use his weapons if needed. " damn you therist your going to pay for this. Adam then quickly ran towards the throne with his weapons at the ready. The throne room was full of faunus when adam got there and he growled as he strolled forward.

" therist you have some explaining to do. Therist chuckled at this from his throne as he looked at adam.

" oh i will but first i would like to off the white fang inmortality. Adam glared at this and growled as he ran forward in a flash bringing his blade out of the sheath and attacking as he did.

"NO! adams sword strike however, was blocked for the first time, and not by therists sword, but by his hand.

" Tch did you really think that would work. Therist then let go and pushed his hand forward knocking adam off balance, and allowing therist to kick him down the room and back into the hallway.

" For those of you wondering, i have no doubt that adam has learned of my dislike of humans and faunus,but fear not i offer equality in this bowl behind me.

Therist then stepped to the side, to reveal cinder holding a black bowl filled with a dark rainbow substance.

" in this bowl is a mixture of my blood, the reapers blood, and all forms of dust, this will allow you to become a grimm, this will make you powerful, this will make you live forever! Now, who wishes to be strong. Half of the white fang in the room left, and helped adam while the other half led by scar, stepped forward to drink.

" very good general scar, i look forward to working with you.

Therist then began to laugh as each faunus became a grimm like hybrid of their animal traits. When scars transformation was finished he looked more like a lion then a human and bowed to therist.

" what do you order my master. Therist grinned at these actions and petted scar on the head.

" nothing for now just guard my pyramid for me, and be ready to sneak into vale the final day of the tournament. Scar dipped his head at these words before standing and turning around.

" long live the king! The rest of the new grimm soon followed suit and therist could only share smiles with cinder to show his joy. Meanwhile two hours had passed and nocturne had finally arrived at ozpins tower.

" damn it my head ugh why did i fly drunk. Nocturne then grumbled as he landed and walked elevator.

" i swear to god if its ironwoods time of the month I'm gonna kick his ass. As the elevator door opened he was quickly greeted with the sight of ironwood bitching.

" ugh the nerves of those kids disobeying me when i have the councils authority. Nocturne sighed and used his shadows to knock ironwood out with a chop to the neck.

" annoying prick. As nocturne strolled into the room ozpin glared at him while glynda smirked.

" what he was sighed at these words and rubbed a hand on his face.

" and you think i want to deal with him when he wakes up? Nocturne smiled sheepishly at this and shrugged.

" right my bad well lets get down to buisness then i found grim. Ozpins eye brows rose at this information, as he looked at nocturne in concern.

" so what happened. Nocturne grimaced at this and sighed.

" i got chased off by grimgoyles. Ozpins eyes widened in alarm at the extinct grimms name as he spoke again.

" grimgoyles?! Damn therist he must have a dozens of ancient grimm by now if he stored some away. Nocturne frowned at this fact and shrugged.

" i don't know oz i couldn't get inside but grims there, should we tell ironwood. Ozpin growled at this thought and shook his head.

" no that fool will charge in guns ablazing, a cornered nest of grimm can kill hundreds of soliders if threatened, we must simply wait for therist to become arrogant and make his move. Nocturne nodded at this and sat back with a frown on his face making glynda walk over to him.

" hey chin up we'll get your son back. Nocturne nodded and forcefully smiled as he looked at her.

" of course we will, i can only hope he will still be the same though. Meanwhile in team rwbys room, both teams were chatting together while zwei and ranma played, when nocturne knocked on the door.

" hey kids I'm back. Ruby quickly ran to the door and opened it with a look of hope on her face.

" did you find grim? Nocturne sighed at her hopeful expression and nodded.

" as a matter of fact I did. Ruby sqealed in reply to nocturnes words and hugged him across the waist.

" oh thank goodness you found him. Nocturne winced at her happy tone and coughed to interupt her.

" listen Ruby, i couldnt get to him though Therist has his sanctum to heavily gaurded. Ruby growled at this and backed away from nocturne as she grabbed her scythe.

" then lets go besige the place, tell ironwood whats happened and lets attack in force. Nocturne sighed again as he sat down and looked at both teams.

" We cant, if we do beacon, and vale we'll be vunerable to attack and you can bet that thats what therist wants. Ruby frowned at this and looked down while blake nodded at nocturnes words.

" he has a point attacking in force could go wrong in many ways. Yang sighed at these words and opened her mouth slowly.

" look i didn't want to talk about this but i saw my mom yesterday she talked to me alot about whats happening . Nocturnes eyes widened at this information and he quickly zoomed over to yang.

" you saw Raven! What did she have to say has she been watching me to. Yang nodded and frowned.

" yeah i don't understand why you two were being so secretive and watching from the shadows all she told me was that therist is planning something big, but she never told me why she liked to just hide and watch. Nocturne sighed at this and threw his mask to the floor to reveal that it had a crack in it.

" I'll tell you why I disapeared, it was when summer disapeared years ago

Some years earlier, Nocturne had been acompanying Summer on her final mission, and was following her from the shadows." Summer why do you keep looking for Raven she disapeared for a reason. As nocturne muttered to himself summer stopped and turned around to stare at where he was.

" Give it up Nocty i know your following me. Nocturne cursed under his breath and came out from the shadows.

" well can you blame me for tracking you, after all if i hadnt of let ebon so close then raven might-. Summer quickly cut nocturne off by zooming over to him in a flash of white rose petals and flicked him on the nose.

" now dont go blaming yourself for her disaperance, it wasnt your fault, and it wasn't yangs you know how raven is, she just gets to serious. Nocturne scoffed at her words and rolled his eyes.

" yeah because leaving your husband is being to serious i should have stopped her from just leaving yang their with tai damn it Im the risk taker here not her. Summer grinned at his pouting and patted him on the cheek.

" oh stop being such a sour puss, Nocty youve been so sad ever since you lost your wife. Nocturne nodded as his eyes looked empty when he spoke.

" yea its been tough keeping it together, loosing my family, my home, then raven, that was hard, I don't have much now, you,taiyang ,ozpin,glynda, and qrow are the only ones I have left. Summer sighed at this and put a hand on nocturnes cheek.

" Nocturne you cant keep blaming yourself for what happens to us. Nocturne laughed hollowly at her words and looked summer in the eyes.

" Oh but i can Ebon made a fine example of that when he betrayed all of us, he restarted centuries of old dead and gone blood feuds, Not to mention we have that fucking cult of his to deal with worshiping therist, its bad enough that they killed my wife god knows what else they could of done. Summer glared at nocturnes words and full on slapped him in anger.

" Stop it, stop blaming yourself damn it! Nocturne stared at summer in surprise from the slap and actully stepped back in shock.

" nocturne dont ever blame yourself, out of everyone at beacon you stood by us the closest, you even still always came to check on us when you were married, you have always been a good guardian and you always will be, now chin up Reaper we have a job to do. Nocturne smiled lightly at these words and picked up his black scythe from the shadows.

" very well then summer, youve convinced me now then lets-. Before nocturne could finish however, a loud rumbling growl filled the air and a big lumbering white and black Grimm that was twenty feet tall and covered in shadow with a skull for a face, burst through the forest with a shadowy figure standing on top of it.

" ah if it isn't the white rose and my very great grandson nocturne a pleasure to meet you both. Nocturne growled at

The words the shadow said and pointed his scythe at the dragon like bipedal grimm.

" who are you and what is that thing. The figure scoffed at nocturnes words and walked off the grimm, floating in midair, he began to talk.

" ah nocturne always so serious arn't you why i thought it'd be obvious to tell, I am Therist the reaper and Im here today to get you off my back its oh so lucky that Mrs. Rose decided to join us she would have been a pain in my side as well, and as for the Grimm I was standing on hes a valarkar, or in your terms beast of shadow and fire and the last of his kind, hmmm i did oh so love his species they can use a semblance of shadow and fire,ya know when I first created them they were such efficient killing machines but, I digress,now Im rambling, i brought him here to kill you have funnn~. therist then disapeared into thin air as the bipedal dragon roared and conjured a whip of shadow before jerking it towards nocturne. Nocturne smirked at this and held the whip at bay with just a hand.

" really you expected that to work? The valarkar grinned at nocturnes words and then spun its whip causing it to crack and become fire as it hit nocturne sending him into a tree. As summer saw nocturne go down she growled and zoomed quickly towards the grimm and landed a hard hit on its chest with her scythe staggering it and making it kneel. As the valakar healed, it conjured a flaming sword in its hand and stood at its full height before roaring causing summer to tense before, the valakar just disapeared making summer tilt her head just as the flamning sword came down behind her. The sword however never made contact as a sheild of shadows held it at bay. Summer turned around in shock to see nocturne holding his ribs, and the sheild up.

" The darkness shall not avail you here creature of therist, go back to the shadow. Nocturne then extended his sheild and pushed the sword off his sheild before dashing forwards, and slashing the valakar across the chest. The valakar roared as its black flaming blood poured out onto the ground and quickly jumped away from nocturne before going into a ball.

" oh shit summer i think we should run. Summer laughed at these words and tilted her head.

" why look at him hes cowarding. The valakar soon began rolling and summer and nocturne then both knew what it was doing.

" alright fuck that Im out. Nocturne then sprinted away with summer following shortly after, with the valakar rolling behind them

" how the hell are we going to kill this thing. Nocturne thought for a moment at this as the two of them jumped from tree to tree.

" theres a ravine, a deep one not to far from here we can push it in. Summer nodded as they jumped from tree to tree and looked at nocturne in concern.

" you okay your slowing down? Nocturne nodded and growled as he jumped.

" yeah just got a broken rib or two. Summer frowned at this and quickly picked nocturne up before continuing on her way.

" now why did you do that. Summer smiled sweetly at nocturne and shrugged.

" oh no reason mabye because your such a stubborn hardass like Qrow. Nocturne snorted at this and shook his head.

" Qrow would have wanted a spar over that one. Summer giggled at this and smiled as they arrived.

" well he can get one when we get back now lets end this. As the valakar neared them, it stopped rolling and stood up with two swords of flame in its hands. Seeing this, nocturne cursed and formed shadow armor around his body.

" lets go you oversized jack- o- lantern. The valakar roared at the insult and swung at nocturne first before attacking summer at the same time. Luckily the duo were ready and both blocked the swords that came their way before spinning away, and point their barrels at its chest.

" ka-."-boom. Both summer and nocturne then opened fire on the valakars chest until, all of their dust rounds were gone, gravely injuring it. The valakar seeing that it was dying was going to make one last atempt to kill the two by charging with its horns down at them, however both jumped over the valakar and caused it to almost fall luckily for it, it stopped just in time, until of course both nocturne and summer kicked it off together sending it into the black abyss of the ravine.

" whoo we did it, yeah suck it therist yahoo. Summer smiled at her teamates cheering but neither were aware of therist watching from the shadows.

" hmm fools the reaper always gets his due. As soon as therist said this, a black whip rose out of the abyss and went to wrap around nocturne but he was saved as summer pushed him out of the way.

" what the? summer what are you doing you have a family? Summer gasped as she was slowly dragged to the end of the ravine and nodded.

" i know nocturne i know but, ravens still out there she'll watch over them and so will you, Qrow, and ozpin to, please nocturne watch over ruby. Nocturne nodded as the tears began to flow down his cheeks.

" why did you do this damn it why?! Summer smiled as her grip on the edge began to fade.

" Because your my friend, thats all the reason i ever need now go before more grimm show up, fly Nocturne, fly away. As summer fell, Nocturne growled as he grew his shadow wings and dove after her.

" Im not letting you go as easy as i did raven! Summer smiled at him and sighed as she brought out her scythe.

" Nocturne if you do this, we both wont make it you dont have enough Aura to fly, I'm sorry. Summer then took aim and threw her scythe pinning nocturne to the side of the cliff by his hood. And the worst thing for nocturne was that the last thing he saw before he passed out was summer eyes disapearing into the darkness, something that would haunt him for the rest of his life.

Present day.

" I shouldn't have let her fall I should have sensed that whip but I didn't I'm so Sorry ruby. Ruby however cut nocturne off by hugging him again surprising him.

" it wasn't your fault nocturne it was therists, I forgive you. Nocturne looked shocked at this and looked at everyone else.

" and what about the rest of you. Jaune shrugged and smiled sheepishly.

" well we all make mistakes but, blaming your self for them doesn't do any good I should know. Pyrrha smiled lightly and kissed jaunes cheek.

" yea he went through something with a bully where he blamed himself for being to weak so he never asked for help. Ren went next and nodded with a simple smile and three words.

"I understand you. Nora came next and smiled as she patted nocturnes shoulder.

" Dont worry nocturne we'll find grim and then break therists legs twice! Blake looked at him in sympathy as she glared into the shadows.

" what happened to you is so much worse then me. Weiss came next and sighed as she looked at nocturne.

" looks like im not the only one with family troubles, only yours is worse then mine. Finally came yang who was staring at him blankly.

" youve suffered enough already from what mom has told me i forgive you. Nocturne smiled at their words and teared up as he stood up.

" thank you all for understanding ill get grim back

I promise. Nocturne then disapeared into the shadows leaving the teams alone to plan.

" so at the very least we can't do anything till after the tournament. Jaune nodded at Ruby and put a hand on her shoulder.

" it will all be okay Ruby Grims the toughest guy I know I'm sure that even now hes trying to break out. Ruby sniffled at jaunes words but nodded as she calmed down.

" thanks jaune and thank you all to. All of team JNPR nodded at ruby and gave her a light smile as they left. Yang frowned at rubys condition amd hugged her.

" hey whatever happens were a team we'll get through this together. Blake nodded at yangs words and joined the hug.

" We will stop whatever therist has planned. Weiss joined the hug to and growled as she thought.

" no one hurts my teamates and gets away with it. Ruby pulled back from the hug and smiled at them all.

" thanks girls lets get some that night, Ruby was crying in her sleep, with Ranma and zwei looking at her sadley, when a weak and fragile looking shadow whiped her face and then nuzzeled it calming her down before it fell apart. Back in the pyramid, grim panted from the exhaustion of using his powers and sighed as he heard the door open.

" you know your daddy came looking for you today, such a shame that we chased him away. grim stayed silent at therists mocking, making therist growl.

" your just going to be silent are you perhaps your thinking of breaking out and killing me,well go ahead and try whatever you like boy, better men then you have tried. Grim spit into therists face as a response causing therist to chuckle.

" plenty of men have done that before i've killed them to. Therist then slammned his fist into grims chest, making grim cough up blood.

" you think resisting can help you, that not talking can save you?, Well it wont i already created something great with the faunus when this tournemant is done your next, ha -hahah- hahahaahhaa. Therist then turned and walked out of grims cell leaving him all alone.


	19. Grim shattering

The next morning, grim woke up to neo poking a spoon in his face.

" bwah wha - what is it. Grim then opened his eyes and saw neo with a tray of scrambled eggs trying to feed him.

" Neo what are you doing here. Neo smiled as she set the spoon down and grabbed a fork, before feeding Grim and then signing to him.

" just feeding you breakfeast. Grim grumbled at this and pulled at his chains.

" as much as i enjoy you feeding me, i wish my hands were free. Neo smiled at his words and shrugged her shoulders.

" eh its not so bad i can feel your muscles up all i want to. Grim chuckled at neos words and raised an eyebrow.

" you know i like ruby right? Neo giggled and nodded as she fed him him some more eggs.

" of course I do its just fun to tease you. Grim snickered at this and shook his head.

" your such a troll, so hows roman. Neo shrugged as she thought then signed out her thoughts.

" hes okay, mostly trolling ironwood, oh and your dad showed up and threatened ironwood to. Grims eyes suddenly opened and he lurched up into a standing postion.

" my father was there!?, but then that means he was watching over me, how come he didn't save me? Neo frowned at grims words and put a hand on his shoulder to calm him down.

" its not ideal i know, but grim therist may have been messing with you this hole time i have no idea what he has made cinder do or what he intends to do. Grim sighed at neos words and nodded.

" your probably right neo i shouldn't be so panicked right now. Neo smiled and kissed grims cheek before standing up.

" don't worry roman will bust you out when he gets back, he has a plan. Grim smiled at her words but sighed as he dropped his darkness sheild, allowing therist into the room.

" honestly i dont know why you block me out, i could just destroy your barrier, but its not like you could escape any way so who cares, now grim lets go for a walk i want to show you something. Therist then took off grims shackles and grabbed him before shadow travling to a secret room.

" welcome to my trophy room. Grim looked around the room in confusion only seeing nine hundred ninety eight masks.

"Grimm masks? Therist laughed at grims words and shook his head as he stepped up to the closest masks.

" not just grimm masks, my grand child, these are the masks of your kin, and this mask right here is your grandpas, ah yes Nexus reaper, he was such a thorn in my plans as well, thankfully one day my servant blaze fall found him, and then led a valarkar to his house. Grims eyes widened and he glared at therist.

" your a monster. Therist grinned at this but held up a hand for silence.

" hush now im not finished, so your father nocturne was fatherless just like you boy, and he was oh so ripe for the picking, however, unknown to me was that nexus had been educating your father on me so, when ebon fall befriended him and eventually betrayed him, he was ready and thus my plans were stalled, this as you could imagine made me very angry, so i gave your grandpa a slow agonizing death when the valakar brought him to my throne room, sure i may have been a spirit then , but watching some one get tortured to death just satisfys me. Grim growled at therist and punched him in the face making therist laugh as he backed up a step and whiped blood from his lips.

" oh you are a feisty one hmm good, see i don't need your father anymore, so you will be my heir once i'm done here. Therist then snapped his fingers and grims shackles came out of the shadows and dragged him back into his cell.

" don't worry, ill let you watch as i kill your friends. Therist then snapped his fingers again, and a tv apeared in grims room showing him amity coliseum.

" now if you don't mind, im going to be leaving the first round starts soon, tata for now. Therist then disapeared, leaving grim alone in his room, with his anger.

" DAMN YOU THERIST!

Meanwhile at beacon, teams Rwby and Jnpr were eating a sorrow filled breakfeast, when ozpins voice filled the room.

" greetings students, recently you all know how the grim reaper disapeared, while this is a tragedy, we must move on, today is the first day of the tournament, in the amity coliseum all of you must be prepared. Ozpin then turned around and sighed under his breath.

" may the light guide us. Ruby sighed as she ate her breakfeast and pushed the plate away.

" im going to go train. Ruby then disapeared in flash of rose petals as yang protested.

" ruby wait! Darn it. Weiss and blake turned to yang in concern after ruby left.

" is ruby going to be okay yang? Yang sighed and shrugged as she ate a pancake.

" I don't know, she understands whats going on this time around, i have no idea how shes taking this weiss. Blake

Frowned at her teamates words and looked across the room.

" perhaps we should go after her. Before another word could be said, jaune and his team walked over to them.

" hey i saw ruby leave is she okay? Yang sighed and shook her head no.

" probably not she left to go train. Pyrrha narrowed her eyes at this and frowned.

" if shes training instead of being around her team then she dosent want to talk, and that can be bad. Ren grunted at pyrrahs speech causing her to smile sheepishly at him.

" although i dont like to talk much i agree with pyrrah Rubys trying to avoid talking about grim. Nora sighed as she looked out the window.

" smashing things always makes me feel better. Everyone sweat dropped at noras words and yang coughed before changing the subject.

"Anyways the tournaments going to start soon so we better prepare anyways. Jaune smiled and nodded, before turning to his team.

" yeah i geuss your right come on lets go train. While the two groups headed off to train, raven was watching them from the shadows, until a finger touched her shoulder causing her to jump back and slash at who ever snuck up on her, only for her sword to meet a white scythe.

" i should have known youd be hiding in my shadow raven. Raven gasped and quickly tried to make a portal to escape but, the shadows quickly wrapped around her stopping her from escaping.

" let me go nocturne. Nocturne growled and pinned raven to a tree before tearing her mask off and staring her in the eyes.

" Not this time damn it, the last time i let you go on a solo mission you disapeared, followed up by summers death, you left your daughter alone. Raven smirked at nocturnes words and sneered.

" and you think your a better parent then me ha , please don't make me laugh. Nocturnes face morphed from angry, to sad, and then nothing under his mask as he turned away from raven who in turn, looked sorry.

" Nocturne wait i shouldn't have. Nocturne however held up a hand cutting raven off.

" no your right, i wasnt much of a father but that was for grims safety, i stayed away, because everyone im close to dies, my wife, ebon betrayed us all, you disapeared, and then summer. Raven nodded and looked downcast.

" i just wanted to protect all of you from what was coming. nocturne sighed as he set raven down and got ready to fly.

" well im going to go see if i can talk to grim good bye Raven. Raven nodded as she stood up and picked up her mask.

" you know where to find me.

Meanwhile, the tournament was getting under way, and ozpin was one of the announcers along with, ironwood, Qrow, and winter schnee.

" students, civillans, hunters,and huntresses, we are gathered here today to celebrate peace, unity, and duty, this tournament has been changed however now, this year all teams will be tested by a special type of grimm. Ironwood then spoke next as he stood up.

" we will be the judges, and will call the matchs based on how they are viewed. Qrow then spoke next as he stood up.

" first up will be team rwby and then team jnpr. Finally winter stood up and looked at everyone in the coliseum.

" good luck to you all and may the light guide you in your battles. The tournament then began on the first level of the coliseum, with ruby choosing to fight first.

" alright team wish me luck. Yang looked at ruby in concern and frowned.

" ruby are you sure your okay to do this. Ruby nodded and put on grims mask before grabbing both her own and a newly modified grims scythe.

" i know i can do this yang, now if you excuse me. Ruby then disapeared in a breeze of rose petals as she entered the coliseum, prompting ironwood to start talking.

" the grimm being shown here today, are known as grimmirror, they were widely known as the secret weapon of therist the reaper, since they can turn into what you fear the most. Ozpin then spoke up with a look of distaste.

" yes now let the first fight begin. The doors to the coliseum then opened and the glass like grimm jumped in Rwby grinned as she thought hard, and soon the Grimm transformed into therist.

" perfect, its pay back time you son of a bitch. Therist in the stands zoomed in on ruby at her words and chuckled under his breath.

" seems grims girlfriend has a

death wish on me hmm very well. The fake therist however, tilted his head and looked unsure making ruby chuckle.

" whats the matter is the mighty therist scared of a little girl? The real therist growled at this and smiled as the fake therist copied his powers and launched a shadow fist at ruby. However, to everyones surprise, ruby disapeared.

" heh your to slow. Ruby then suddenly reapeared in front of the fake therist, and slashed him across the chest causing him to fly back into the wall. The fake therist growled as he pulled himself out of the wall and slunk into the shadows as therist switched places with it.

" you sit in the stands and watch until i need you. As therist came out of the shadows he chucklef at rubys expression.

" you must be angry that i took your boyfriend from under your nose. Rubys eyes widened at therists words, and so to did the announcers eyes.

" you bastard don't you dare talk about what you've done. Therist chuckled at rubys words as they circled each other.

" oh i've done plenty to him, he'll have some nice scars when he heals, not to mention that i force him to watch this tournament. Instead of ruby attacking him like everyone expected, nocturne fired a shot from the stands hitting therist in the face and sending him into the wall as nocturne jumped down.

" hold your tongue you vile monster lest i cut it from your foul mouth. Ironwood interupted the fight however as he stood up.

" nocturne please sit back down thats not the real-. Nocturne however teleported in front of ironwood and put his scythe at his throat.

" listen here iron for brains, that is the real therist, only he would know how grim is being treated, and incase you dont remember dumbass, he can travel through shadows and break my barriers. Ironwood opened his mouth to speak but was cut off as Qrow laid a hand on his shoulder.

" nocturne let him go. Nocturne sighed and dropped nocturne before flying back over to his seat, however, his point had been made as, ozpin and qrow were suspicious, while winter was curious. Back in the fight, therist pulled himself out of the wall, and laughed as he cracked his neck.

" well i would of rather had you charge at me rose but getting nocturne mad was worth it now then shall we? Therist then extened his hand and a dozen shadow tentacles shot towards ruby. Ruby however, spun both hers, and grims scythes knocking them to the side. This however only delayed them as they came from above her instead forcing her to roll and then run to avoid them. Seeing therists control, ruby ran towards him, making him smirk as he started to have her shadow create spikes to try and stab her. However, therist was surprised when rubys speed increased as she buzzed right over him, causing his own shadows to slam him into the wall. Therist growled at his fake attack as he pulled his breaker blade from the shadows, shining in its evil glory as a light black maiasma surronded it.

" no more games little girl now we get serious. Ruby grinned as she pushed a button on grims scythe and the nevermores claw fused with the crescent rose, to make a scythe out of both weapons.

" oh i agree lets see how my upgrades work out. Ruby then began to rapid fire her new weapon at therist making him growl as it fired fast and strong rounds at him.

" Damn it thats good your a pain in my ass. Ruby smiled as she threw the empty clip sling to the ground and chopped it up.

" oh just you wait its not over yet. Ruby then disapeared in a blur of red as she began to ran around in a circle. Therist was at first confused by her actions, but his eyes narrowed as he began to think and figured out what she was doing.

" damn you to hell you little bit-. Before therist could finished his sentence he was sucked up into a tornado that formed from ruby, as she jumped out, and shot the mags causing the tornado to catch on fire. However to everyones surpirse, therist exploded out of the tornado with shadows.

"Bitch! That actually hurt, no one hurts me and lives to tell about it. Therist then lashed his arms forward and sent a hail of shadows at ruby, but to both their surprises, she blocked the attack. Therist growled as he recalled his shadows and looked at rubys new scythe closley watching his shadows being devoured by it.

" hmph so it seems your boyfriends weapon has saved you from a quick death, a pity looks like we'll have to go with the slow way then. Therist then shadow travled behind ruby, and tried to cut her in half, but ruby knew his tricks now and spun around in time to block.

" not this time therist. Therist smirked as he spun around ruby and sliced at her back, only for her to flip her scythe and knock his sword away with the handle, before spinning around, and flashing her cloak into therists face, confusing him long enough for ruby to kick him in the face and send him to the ground. However therist didn't stay down long, as he rolled away before ruby could drive her scythe into his chest. Therist then used his shadows to grab a dust crystal that was in the ground, and chunked the huge shard at ruby luckily, ruby slashed the shard away from her and into the ground, causing smoke to rise up in front of her. However, this time ruby took up the offemce, as she threw her scythe through the smoke giving therists only seconds to block the scythe and send it back. Ruby however pressed her advantage and fired right on therits, as she jumped through the smoke, and intercepted her scythe. Therist un ready for this attack, was pushed back into the fire dust area, and a cloud of smoke arose from his impact. When the smoke cleared, the girmmor was in the spot instead of therist, therist having switched spots when the smoke arose, now wary of rubys skill.

" watch that one close cinder she is not to be toyed with. Cinder nodded and growled as she looked at her master.

" how dare she make a fool out of you. Therist chuckled at cinders anger and petted her head.

" oh don't worry i have something special planned when we get home. Therist then turned and watched as ruby threw her scythe and impaled the grimmor to the wall killing it, and ending the match causing the crowd to cheer and clap. Ruby then un fused her scythe and nodded to the announcers before heading back to her team.

Next up will be yang Xiao long les see if she has what it takes to face her fear. As ruby walked down the hallway she saw yang coming, and she pulled her into a hug.

" i'll be okay yang do good out there for me. Yang smiled softley at her sister and hugged her back.

" i will but are you sure your going to be okay? Ruby nodded and smiled as she turned away.

" ill be fine big sis you just worry about yourself yang smirked at rubys retreating form and began to walk away as well.

" will do little sis. As yang got ready to fight, ozpin was talking to Qrow.

" so have you gotten any new informtation. Qrow shook his head and looked uncertain i can't say yet it isn't safe here. Ozpin nodded and sighed as he looked at his fellow announcers.

" i only hope we can keep everything together. Qrow nodddd and watched ruby sit up in the stands in concern.

" my neice has changed. Ozpin hummed at this and nodded as he turned to look at ruby.

" indeed she has, losing grim was a big factor in this change, along with meeting nocturne. Qrow nodded at ozpins words and then sighed at nocturnes name.

" he still blames himself?

Ozpin nodded as he looked at a distressed nocturne in the crowd.

" he always will, he and summer were best friends after all, pratically family. Qrow nodded and sighed as he pulled out a flask and emptied it.

" this is going to be a long day. Meanwhile, as yangs match got ready to start nocturne went to check on ruby.

" hey ruby you okay? Ruby took off grims mask and smiled at nocturne as she nodded.

" yeah that fight was just what i needed that grimm however seemed to real. Nocturne nodded and stroked his chin.

" well they are supposed to make the real deal, still i wouldnt be surprised if therist sent it information hes a cruel man. Ruby nodded and scowled at the next grimmor.

" yes i agree, so how are you feeling nocturne. Nocturne shrugged as he watched yang come into the light.

" ok i geuss im more focused on our own security then myself. Ruby nodded and remained silent as yangs match began. As yang stepped into the coliseum, the grimmor smelled the air and thought for a second before turning into a nightmarish version of neo. Yang clenched her teeth and her fists as she walked forward slowly, the nightmare neo grinned at yang as its eyes glowed black and red.

" tch your nothing but a cheap copy. Nightmare neo giggled at this and drew her sword from her umbrella causing yang to narrow her eyes. Then to everyones surprise, the nightmare neo charged first, and quickley swung her sword at yangs head. Yang was ready however, as she brought her gauntlents up, and blocked the strike sending her back with her boots dragged through the dirt. Nightmare neo noticing this licked her lips and grinned a full pointed grin at yang and circled around her.

Yang not liking this, kicked a dust crystal of ice up from the ground before firing on it causing a shroud of steam to rise up. Nightmare neos grin faded at this, as she now uncertainly looked through the steam. Yang chose this moment, to charge forward, and caught nightmare neo off guard as a punch landed on her face before yang jumped back into the smoke.

" you bitch your going to pay for that. As nightmare neo rubbed her face and tried to look around, yang kicked her in the back before, slamming a fist into her gut and sending her into the air. When nightmare neo came back down, the steam had faded allowing her to glare at yang.

" i will enjoy killing you. Yang smirked at her words and tilted her head.

" oh? And how will you do that without your weapon. Nightmare neo growled as she saw her sword behind yang and ran forward. Seeing this, yang ran forward as well, and made the mistake of locking eyes with nightmare neo, which allowed her to easily dodge and slip past yang as she grabbed her sword. Yang growled and her eyes glowed red as she walked towards nightmare neo while nightmare neo walked with a smug grin.

" its time to end this. Yang growled at Nightmare neos words and began to sprint as she got closer and closer to her enemy. As the two oppenets clashed, a loud metalic clang filled the air before they seperated and attacked each other again. Yang, was mostly on the defensive blocking all of neos strikes at her stomach or chest, while nightmare neo tried to find a gap in her defenses.

" well seems like the hot head is good when shes angry, but are you good enough. Nightmare Neo lifted her leg then, and tripped yang before, trying to chop her head off. But yang seeing this, fired into the ground sending her up into the air and knocking nightmare neo off balance as she sliced of some of yangs hair. From the air, yang spotted her strands of hair as they fell to the ground, and got even angrier as she seemed to catch on fire.

" you cut my hair! Thats it your dead! Yang then fired her gauntlents behind her into the sky, before shooting down like a spinning fire ball at nightmare neo. Knowing that she didnt have enough time to dodge, nightmare neo held her blade out in front of her and tried to block yangs attack, but failed as yangs feet slammed into her sword with explosive force and sent nightmare neo through one of the many boulders in the coliseum. As yang calmed down she smiled at the damage she caused before walking towards nightmare neo.

" your not as the real deal are you. Nightmare neo growled at yangs words as she stood up, ignoring her bruises and wounds, as she forward to stab yang. Yang however was ready, as she brought her gauntlent into nightmare neos sword, destroing it, and allowing yangs fist to hit nightmare neos face causing the grimmor to unstabalize and burst into a bright yellow flame. The crowd then once again began to clap and cheer while therist hissed from his seat.

" this team RWBY are they the ones that caused you so many problems. Cinder nodded as she clapped and watched as yang left.

" yes they are quite a formidable team. Therist studied the board and looked at the members of team Rwby before laughing,confusing cinder.

" Oh thats precious their the new replacements for team QRST. Cinder raised an eyebrow at this and tilted her head.

" is that a bad thing. Therist chuckled bitterly and nodded.

" team QRST was the team nocturne protected, they can be a match to me at this point in time since i don't have my full strength back yet, and this team RWBY seems to be just as much of a threat. Cinder nodded and glared at the picture of team RWBY.

" so are we making a small change to our plan then. Therist grinned and nodded as he stared at the board with hatred.

" yes indeed we are, no matter what happens in this tournament, i still win at the end. Meanwhile after the mess had been cleaned up, ozpin spoke up.

" well i hope you all enjoyed the first two fights, but now its time for dinner, the final two fights of the night will be weiss schnee and blake belladona, may the light be in your favor. With that, most civillans, and teams left to go get something to eat, while therist and cinder headed back to base.

" cinder grab your scroll I have a message to send. Cinded nodded and did as her master asked before he dismissed her.

" now go get something to eat dear, i can do this alone. Cinder bowed and then left, while therist brought out a tray with weapons on it, and walked torwards grims room whistleing a chilling tune. Meanwhile, back at beacon, team RWBY was enjoying their dinners and talking about their fights so far.

" fighting that therist was weird right, he seemed like the real deal, and even insulted nocturne. Weiss nodded and scowled and as she thought.

" He seemed to know to much, and seemed like he was protecting his image. Blake nodded agreeing with weiss before her bow twitched.

" but if he was real why did the grimmor apear at the end instead of him. Yang shrugged and grinned as she hugged ruby in pride.

" well hes got powers like grim, it wouldnt surprise me if he switched out, but hey he must of thought ruby was good if he ran. Ruby blushed at her sisters praise and shrugged agreement.

" yes i must admit you fought smart yang. Yang smiled at their words and looked at blake and weiss.

" so what do you think you two are going to face. Both weiss and blake looked uncomfortable at this, but before they could speak scrolls and tvs everywhere activated, and therists message played. On the screen therist could be seen talking to grim.

" so you thought i wouldn't know you've been re-assuring your friends, tucking summers brat in, helping her deflect shadows, and making her feel better, well i know, and its time you were punished. Grim said nothing at therists words and therist grinned as he turned to his audience.

" greetings four kingdoms and in case any of you fools forgot me, i am therist Reaper, and this is my great grand grim at the moment, he is being stubborn but, i don't care because if i can't make him talk then i'll make him scream. Therist then reached to his side and pulled out a cylinder before pressing a button on it, and turning it into a whip of fire.

" now then grim you have one more chance to speak. Grim grinned, and looked up at therist.

" go fuck yourself. Therist chuckled at grims reply.

" poor choice of words boy. Therist then reared back his arm, and slammed the whip hard into grims back causing a loud hiss of burning skin to be heard.

" scream you whelp and i will stop. Therist then proceeded to whip grim for two minutes, leaving a total of twenty long burn marks on grims back.

" hmm seems your used to being hurt arn't you? Very well then. Therist then grabbed a dagger from the tray and pushed a button on it causing the tip to become white hot.

" now then, one last chance beg for mercy. Grim growled and spat in therists face making therist chuckle before ramming the knife into grims side making him cry out in pain.

" suffer for a little while grim then mabye i'll heal you. Therist then grinned as he shut off his scroll, shocking everyone who watched the torture.

"Oh my god Ruby are you-. Yang was however cut off from speaking as only roses were in her place. Meanwhile in the skys of the grimm zone. Nocturne was currently flying in the sky when ruby pulled up next to him on a teenage ranma.

" Ruby what are you doing here. Ruby growled as she looked at nocturne and put grims mask on her face.

" you know damn well why im out here. Nocturne winced at her tone and nodded.

" okay so the both of us are out here for revenge,but ruby this is next to a suicide mission. Ruby growled as she fused her and grims scythes togther and petted ranma.

" i don't care i just want to make that bastard pay for hurting grim. Nocturne sighed and nodded at ruby in agreement.

" very well we will go together in the morning when therist is most likly not there. Ruby nodded and landed ranma as they made camp.

" what about my team they still have fights. Nocturne chuckled and messed up rubys hair.

" they won't need until two days from now ruby we will be fine now get some rest. Ruby nodded and sighed as she laid down on ranma.

" i hope we can save you grim.

Meanwhile back at beacon, a distressed team Rwby was in ozpins office talking about what happened.

" so what do we do? Ozpin smiled as he drank his coffe and raised an eyebrow.

"Why we wait of course and before you argue, this is something ruby needs to deal with how she does that is up to her, now then anything else,now then we will postpone your fights for now but, first thing in the morning is the new time.


	20. A Grim Round

** little side note here:**

** New grim are white fang members turned into a more feral but still anthromorphic versions of themselves. Enjoy this chapter, oh and I don't have internet at the moment so i trusted one of the authors I knew on fanfiction to get this done, and to my friend ****Keeper Of The One Winged Angel I shall be back soon.**

ozpin wasnt joking when he said they would start in the morning because at six am, it was time for weiss' match to start.

" good morning ladies and gentlemen today we start off with weiss schnee and blake belladona wish them luck folks. As weiss took postion in the coliseum she frowned as she thought.

" what am i going to do, if this thing can turn into what i fear then-. Weiss however was cut off as a familar voice went through her ears.

" weiss its been so long since i last talked to my second child how are you. Weiss looked up sharply and glared as the grimmor had decided to take the shape of frost schnee, her father.

" shut your mouth you filthy creature. Frost laughed at what weiss said and grinned a face splitting smile.

" oh come now my little snowflake thats no way to talk to your father. Weiss growled as she raised her sword and pointed it at frost.

" shut up your not my father. Frost pouted at weiss's words and stepped closer.

" but, snowflake i just want to spend some time with you like we used to. Weiss couldn't take the pressure any more and laid a glyph on the ground allowing her to zoom by frost and slash him across the side making him cry out in pain.

" agh you little brat how dare you! Weiss snorted as she laid down another glyph and attacked him two more times.

" shut your mouth you arn't my father. Frost growled as he healed his injuries and glared at his daughter.

" hmph seems im going to have to train you to respect me girl. weiss winced at these words and her eyes widened as as frost laid down a speed glyph.

" how can you do that, that shouldn't be possible. frost laughed as he used his new speed to apear behind weiss and kick her to the ground.

" i am a creature of grimm any thing is possible. weiss grit her teeth as she stood up before quickly flicking her wrist and laying down one of her own glyphs as she ran forward. seeing this, frost grinned as he to ran foward. the two schnees met each others attacks, before seperating and attacking again multiple times. both trying to get an advantage over their enemy.

after a few minutes both schnees seperated, breathing hard from the effort they put in.

" i must admit weiss you impress me now, however you still deserve punishment for insulting me. weiss growled as she reloaded and her eyes darted around as she tried to think of a plan. but as she did this, frost pressed his advantage, and disarmed weiss.

" you lose again little girl. weiss grit her teeth and growled as she heard this words.

" I haven't lost yet. frost smirked as he prepared to zoom forward and finish weiss off.

" oh? and what makes you so sure you can win. weiss grit her teeth and and clenched her fist.

" the fact that my name will be greater then yours. weiss then activated a set of yellow glyphs in front of her fists, and punched frost hard in the gut making him fall to his knees.

"gwah i think you broke my ribs. weiss grinned and put a glyph in front of her left fist before punching frost in the face sending him into the ground,and bouncing him off of it. as frost fell down, weiss picked up her weapon and glared in frosts direction.

" im not afraid of you anymore. frost laughed as his mouth filled with blood and spat it onto the ground.

" hmm of course your not, i know what you are afraid of now. frost then grinned as he morphed in front of weiss's eyes, his body becoming more feminine, his weapons morphed into a familar sword, and lastly his voice changed as he spoke.

" your afraid of yourself weiss. the grimms transformation was then complete showing an exact replica of weiss, except for her scar being on the opposite side of her face.

" now then weiss can you manage to fight yourself hmm. weiss growled at her clone but grinned as she put her sword away.

" your a bigger idiot then i thought you were if you turned into me. the fake weiss's eyes narrowed at these words and hissed.

" what do you mean, your afraid of yourself. the real weiss lost her smile but walked forward as she spoke.

" you may be me, and I may fear what I am, but i'm not the same spoiled brat I used to be, I care for and protect my team and they do the same for me, and I'll be damned if I let myself be the reason why we fail. the fake weiss frowned and her image then flickered before returing to its original form.

" hmm your a brave girl to stand up to both of your fears lord therist will have fun breaking you just like he did to your ancestor. weiss's eyes widened at this information and she wasted no time in finishing the grimm off as she cut its head off as it started to laugh.

" thats the match, the winner is weiss shcnee. the crowd and team rwby cheered at this and weiss sighed as she slowly walked out of the coliseum. as she exited, neptune was there to greet her.

" hey snow angel you okay, that fight seemed to be way more personal then it should have been. weiss nodded and then swayed for a moment before collapsing into neptunes arms.

" weiss?!, crap I gotta get you to the medical tent now. neptune then ran to the nearby tents to find the medical tent. meanwhile, a few hours later, Ruby and nocturne had started their plan and were walking towards therists pyramid with their masks on, and their hoods up. when they neared the entrance of the pyramid the new grimm gaurds came out to stop them.

" stop right there and state your buisness here. nocturne turned to ruby and nodded before turning to the guard and reaching into his robe.

" we have a message for your master. the closest guard turned his head at this, but kept his gun in hand.

" whats the message sir. nocturne smirked as he gripped his scythe as he spoke.

" die. nocturne then whipped out his scythe, and slashed the closest guard to him before throwing his scythe and killing three others. ruby, on the other hand, took out her scythe in gun form, and shot two on the right killing them as well.

" alright that worked are we moving to phase two nocturne? nocturne nodded at ruby as he caught his scythe and flicked the blood off of it.

" yes we proceed as planned. the two then walked into the pyramid together, and were quickly surounded by new grimm.

" Halt cease and desist this instant, you will go no further. nocturne chuckled as he threw back his hood and stared at the closest new grimm.

" oh? really because i can think of one reason why I am. the new grimm soilder raised an eye brow at this and grinned.

" and whats that. Ruby grinned as she whistled in response, causing a fire ball to fly in from behind them. the new grimm, were unprepared for this, and were sent into a wave of chaos when the fire ball hit, causing the perfect distraction for nocturne and ruby." come on ruby ranma will cover us. with that, ruby and nocturne left while ranma stepped into the pyramid in their place.

" agh what the hell happened somebody stop them. As the new grimm struggled to regain order, ranma's eyes could be seen shining through the smoke and he was quickly surounded.

" Alright human scum we have you-meep-g-. the new grimm member however was unable to finish his sentence from fear as ranmas fire filled maw came into veiw. while the screams of pain could be heard, ruby and nocturne made their way through the pyramid, checking out each room on the way to the dungeons. as ruby looked around in the area she noticted a lack of enemies.

" i don't understand where's all the grimm at. nocturne frowned at rubys words and rubbed his mask.

" i don't know the only reason why i geuss he would send out his grim would be to hunt some one down be alert this could be a trap. Nocturne and ruby then continued down the dark hallways until they reached the dungeon. As nocturne got ready to open the door, he turned to ruby.

" are you ready for this. ruby nodded and the two then entered the dungeon, finding grim strapped to the wall.

as they entered grim slowly looked up causing his eyes o widen in surprise when he saw them.

" Ruby?! dad!? what are you to doing here your in danger. nocturnes eyes widened in surprise when he heard grim call him dad, causing him to run over to grim and hug him.

" when ozpin told me you remembered what happened i wasn't sure what to think, I am so sorry that i abandoned you grim. Grim sighed and looked up at nocturnes mask with a smile.

" i forgive you dad i know why you did it and if you didn't i wouldn't have known Ruby or anyone at beacon. nocturne chuckled at grims words as he cut his chains and helped grim stand up.

" can you walk son. grim nodded and grit his teeth while he healed his wounds, leaving some scars on his chest and side.

" i can walk well enough, ruby its good to see you again. ruby at first didn't say or do anything but soon enough, she lept forward, pulled up her mask, and kissed grim.

after a few minutes of kissing ruby pulled back and looked at grim with worry in her eyes.

" grim i was so worried about you what happened in that tunnel. grim grimaced and rubbed his head and tried to think but only came up with a blank.

" I don't remember anyway thats not important right now, we need to escape. ruby and nocturne nodded but as they turned to leave, clapping could be heard as a clawed foot entered the room.

" well done nocturne you maned up and came to rescue your son, that pissed off godzilla at the entrance is really making short work of my new grimm to such a waste. nocturne growled as he held his scythe towards therist and glared at him.

" therist so we finally meet face to face took you long enough to come back. therist laughed at that and waved a finger at nocturne.

" ho oh your funny nocturne so hows the wife? nocturne growled at that and clenched his scythe even tighter.

" you already know you bastard. therist shook his head at this, and chuckled.

" ah why yes i do, all jokes aside you have some balls coming in here when i was hunting down the white fang. grim stepped forward at these words and chuckled as he looked into therists eyes.

" so Adam did take my advice, hmm seems your at a disadvantage now therist. therist growled at this and raised a hand to hit grim but before he could ruby shot his hand with her scythe.

" you will not touch him again you bastard! therist hissed as he healed his hand and laughed at rubys words.

" oh and what makes you think i will let you leave with him. grim waited a moment and grinned before pointing behind therist.

" Ranma for one thing. therists face twisted in confusion and turned around to come face to face with ranma.

" oh god da-. but, before therist could finish, ranma breathed a fire ball into him sending him into the wall, and hitting his head on it, knocking him out. grim grinned at ranmas apearence, and hugged his dragon.

" hey boy i missed you haha, thanks for the save. nocturne smiled at this display and wrapped his arms around grim,ruby,and ranma.

" well now that therist is knocked out we can shadow travel lets get out of here before therist wakes up, his grimm and new grimm armies are probably coming back to. nocturne then shadow travled all of them out of the pyramid and back to beacon.

meanwhile at around the same time nocturne and ruby were entering the pyramid, yang and blake were walking down to the coliseum.

" so what do you think your going to face. blake grimaced and gripped gambol shroud tightly.

" I don't know precisly but i hope its not going to be what i think it is. yang frowned and put a hand on blakes shoulder.

" hey whatever it is you can handle it, im going to check on weiss. blake nodded and sighed as she walked towards the door as the announcers spoke.

" greetings once again ladies and gentlemen, now we continue the first round of our tournament with the last member of team rwby Blake Bellodona. blake then entered the coliseum and looked around at the auidence, locking eyes with sun for a moment, before falling on the grimirror who was grinning at her.

" ooh a kitty cat i have always wanted a pet. the grimirror then stalked around the many boulders and dust crystals.

" hmm but i must wonder what it fears,perhaps it fears rejection. the grimirror then turned into ruby as it switched rocks.

" your nothing but a lier and a spy. blake winced and the grimirror laughed as it transformed into yang while switching rocks.

" you were supposed to be my partner i trusted you. blakes eyes narrowed at this and her lips started to tremble while the grimm transformed into weiss.

" ha you thought we were friends please i always knew you were worthless. the grimirror then laughed as it stepped in front of blake and watched the tears drip down her face.

" oh but, its not really rejection that you fear is it little kitten, what you really fear is-. the grimirror then paused as he transformed right in front of blake, turning into adam.

" having to fight me. blakes eyes widened at this and she stepped back in fear however, before the fake adam could take advantage of this, a tulip landed on blakes head, making her look up into the stands which allowed her to look at the real adam, who was wearing a cloak.

" adam? as blake whispered his name the real adam nodded at her and smiled. seeing this, blake glanced back down at the fake adam and hissed as she ran forward and sliced at his chest. the fake adam wasn't expecting this attack and received a clean slice across the chest as punishment.

" agh impossible no one can see through our illusions of fear. blake said nothing in response and turned around to slash again with gamboul shrouds sheathe. the slice while blocked was powerful and sent the fake adam skidding back in the dirt.

" you dirty faunus, ngh fuck you. the grimmirror then held its wound as its image flickered and then disapeared.

" heh so the cats not afraid anymore well- then die! the grimmirror then made one last effort to run forward and attack blake but it was all for nothing as it sliced through a shadow, before blake appeared behind it and cut its arms off. now defeated, the grimirror then dropped to its knees and sighed.

" damn it i failed. blake then cut the grimirrors head off ending its life as the crowd cheered. back in the stands therist clapped until he felt a tap on his shoulder and saw a cloaked scar.

" my king, there has been a breach in your sanctuary. therists eyes widened at this information and he growled as he turned to cinder and spoke.

" stay here and judge them, scar take my place until i get back. therist then shadow traveled back to his pyramid.

At one am that day, grim, nocturne, ranma, and ruby arrived back at beacon, and were all rushed to the hospital. when grim awoke, he found himself surrounded by his friends.

" hey everyone good to see you all. hearing grims voice , everyone quickly began speaking until glyndas voice could be heard.

" thats enough!, now i know you all have questions for grim but ask them later, he has buisness to attend to. the teens in the room grumbled in response but eventually left as ozpin, ironwood, glynda, winter,qrow, and nocturne entered the room.

" well this certainly is a party whats the ocasion oh wait no let me geuss its therist. ironwood nodded and sheepishly rubbed his hands.

" yes we need to know what hes planning. grim chuckled at this as he put his hands under the patient gown he was wearing.

" well sorry to disapoint you ironwood, but all therist shared with me was pain. grim then took off the gown showing the adults in the room. everyone flinched at the three jagged claw marks on grims chest, along with the stab mark from the knive. ozpin then was the first to move, as he laid a hand on grims shoulder and smiled down at him before speaking.

" thats enough of that, now Qrow, what do you have to report on the enemy. Qrow sighed as he ran a hand through his hair and looked out the window.

" well its not good even now the enemy is inside our borders. ironwood scoffed at that and looked at qrow with disbelif.

" impossible securities to tight theres no way they snuck in here. glynda glared at ironwood for interupting and hit him over the head with her crop.

" shut up you child we need to hear this. winter ignored the present spat and instead, turned to Qrow.

" Do you know who they are? qrow sighed and shook his head.

" no I had to stop both because of the tournament and therists return all i know is that their here. nocturne nodded at this information before looking down at grim.

" i think we have all we need from my son lets let him talk to his friends he has been gone for nearly a month. ozpin nodded and shifted his smile to nocturne before drinking his cofee.

" quite right nocturne, the tournament also starts up again in an hour so i declare this meeting adjourned. the adults then left the room leaving grim alone for but a second, before cardin and his team walked in.

" hey grim how are ya doing? grim arched an eyebrow at cardins appearence and scoffed.

" im sure you know how im doing cardin therist sent my torture to everyone after all. cardin nodded at these words and frowned while the rest of his team looked sheepish.

" look we just wanted to say thank you. grim tilted his head at these words in confusion.

" what for? Cardin smiled sheepishly and chuckled.

" for opening my eyes to my actions you and jaune really snapped me out of it. Russel nodded as he added in as well.

" we all learned, and becams nicer people from it. Dove smiled in agreement as he spoke.

" yeah we even stuck up for rubys and jaunes team so they could look for your dad to find you. Sky spoke last with the biggest smile on his face.

" basically we are saying thank you for helping us make friends. grim smiled at their words and nodded in acknowledgement.

" your all welcome im glad you all changed for the better. cardin shook grims hand and then gestured for his team to start to leave as he followed them.

" want me to send the others up? they all have questions for you. grim nodded as he watched cardin leave and waved.

" yeah thanks cardin i'll see you later. a few minutes later, and all of grims friends were in the room and since grim knew chaos could follow, he decided to speak first.

" alright I'll take team Jnprs questions first, then team SSSN, then my dearest friends on team RWBY may speak. hearing this, jaune raised his hand first.

" what happened in that tunnel? grims expression darkened but none the less, he anwsered jaunes question.

" the tunnel was part of therists plan that we so foolishly played a part in, sure we stopped the city from being destroyed but, therist had a much bigger back up plan, capturing me, and he sent one hell of a general to do it. jaune frowned at this but nodded as nora raised her hand.

" did you break the generals legs? grim chuckled at noras question and shook his head.

" no i did one better, i killed him, he was a tough foe but, eventually my semblence allowed me to kill him at the cost of almost all my energy. nora nodded at this and calmed down as pyrrha raised her hand.

" do you remember how they got their hands on you? grim thought on this for a moment but as he did, a massive head ache came on making him wince.

" no, there was a woman in therists base that had an obssesion with me, i think she may have captured me im not sure. Ren asked his question quickly, after seeing the look on grims face.

" are you alright? grim sighed as his head ache faded and nodded.

" i am now thank you for asking ren. jaune coughed as he teams questions were anwsered and stood up.

" well our turn in the tournament is soon so, we have to go see ya grim. jaune and his team then departed while grim turned to suns team.

" so im geussing you have some questions. sun grinned at grim and shook his head.

" not anymore you answered them already but you can be introduced to the team. grim nodded and smiled as scarlet and sage stepped forward.

" so this is scarlet and sage of team SSSN? good to meet the mature members of the team. sun and neptune scoffed at this, while grim chuckled as the two spoke at the same time.

" hey were both mature. scarlet scoffed at these words and rolled her eyes.

" please you two are as mature as a puppy now then it was a pleasure to meet you grim, but we have to go train goodbye. sage and scarlet then dragged sun and neptune out of the room as team RWBY surrounded the bed.

" so i think blake has a major question for me regarding one leader of the white fang so i will let her go first. blake quickly zoomed over to grims side and looked at him with interest.

" you talked to adam. Grim nodded and smiled at blake.

" i did i convinced him to change his methods and rebel against therist. blakes eyes brightened up at this, and she hugged grim in happiness.

" thank you for doing that, grim hes the only family i have left. grim chuckled and patted blakes back before turning to weiss and yang.

" im geussing you two want to berate me for my choice to stay behind. weiss shook her head no as she looked at grim.

" what you did may have saved lives, and while it was honorable it was also stupid but im ok with what you chose to do. yang on the other hand frowned at first.

" well im not happy my sister was worried that you died, we all thought you died at first, but im glad your back, we all are. grim smiled at his friends and sighed as he laid back.

" well its good to be back girls, so whats the plan for today. ruby responded by zooming over to grim and laying a hand on his chest.

" you are going to stay here and rest mister and i am going to take care of you. yang and the other girls grinned at this as they started to leave.

" take good care of your boyfriend nurse ruby. Ruby blushed at her sisters words but, stay snuggled into grims side.

" oh i will, you girls have fun watching jaunes team. grim smirked at rubys words and kissed her cheek.

" so you missed me eh geuss i have to make it up to you how about a date. ruby blushed at these words but nodded.

" uh sure theyll let you out soon later tonight then?

grim nodded and smiled as he picked ruby up and hugged her to his chest.

" good until then lets relax. ruby blushed but humed in content as she snuggled into grims chest and relaxed with him.


	21. Grim days turn good

**Hello everyone i'm finally back and have wifi again thanks to Frontier and Direct TV Yay! And to all of you guests out there who wanted me to update here it is. That little wifi debacle may have given me some writer block but I'am back at one hundred percent and will probably write more frequently now. So to my friends who im helping, I'll be messaging you tonight with the details of the questions you asked me. Also always be on the lookout for missing words anc tell me about them that pesky glitch is still deleting some character names and words.**

And so the next round of the tournament began and ended quickly, most of the teams if not all fa ed off against their fears and conquered them easily. though in everyone elses eyes no one was hit as hard as team Rwby was. Therist himself, was the last to go, and shocked everyone when the grimmirror turned into grim.

" Impossible I fear no one. the grimmirror chuckled in grims voice before walking around therist.

" see thats where your wrong, I assume you saw how therist altered the grimmirror himself, so you know this can be done however, I am curious, why do you fear me your only one of cinders lackies right? therist bit his tongue as he witheld a hiss, but smiled as he realized grim didn't know who he was.

" it dosen't matter what I fear, I serve my lady loyally. The fake grim hesitated at therists words before begining to laugh. This laugh soon unervered people in the coliseum as it got darker along with the fake grims body changing.

" you have spunk i'll give you that but, if you excuse me i have a date to get ready for ta ta. Grim then retracted his shadows and left therist to deal with the one person he hated more then his brother Ying-Yang, his father.

" It- has been a long time - boy, i see you are still as foolish as you were back when i was alive. therist growled at his fathers mocking words and grit his teeth as he held back his shadow powers.

" silence your self you old clod i put you in the dirt years ago I am stronger then you now. therists father chuckled at this and grinned as he covered the colisum in shadows allowing no one to see in, not even nocturne could peirce the thick veil of shadow.

" what the hell is going on who is that man hes fighting. Ozpin frowned and turned to Ironwood who had a grimace on his face.

" we don't know while we search for anwsers you, Qrow,and winter standby to provide assitance something is wrong here. As nocturne nodded, he once again tried to peirce the shadows, only to be pulled into the storm as well. inside the shadowy dome, nocturne found himself staring at the burning remains of beacon with what appeared to be a grimm human with a black and red mask standing in front of it. seeing the scene before him, nocturne became enraged and charged at the figure, only to be stopped when the man blocked his scythe with one made of shadow. As nocturne tried to figure out who this was, the figure tilted its head before speaking in a twisted chilling voice.

" why so surprised nocturne? I assumed you would be quite ready to kill me now. nocturne growled as he backed out of the stalemate and stared at the man.

" who the hell are you your not therist. the figure shook his head no and laughed a dark chilling laugh before speaking.

" no no no spoilers yet, you will find out soon enough but then again you already know me, none the less it does not matter because im going to kill you here. nocturne smirked at this and grinned as he surrounded himself in shadows.

" oh really? and how are you going to do that. the figure grinned under his mask and simply made a sweep of his arm, and all of the shadows slammned into nocturne, knocking him off his feet. As nocturne struggled to get up, the figure wrapped him in shadows and brought him up to his face.

" with power thats how but, that is to quick so ill make this easy on you weapon fight only. nocturne growled at his injuries but nodded as he was set down.

" very well i accept your challenge. the figure grinned as he spun his own scythe around and got into a stance.

" then shall we begin? nocturne nodded and charged forward eager to kill the man, but found that his oppenent was quicker then him when he was forced to defend as his adversary quickly invaded his defenses, and almost bisected him.

" your pretty quick old man i expected to kill you right there. nocturne didnt reply, and instead put his scythe away before reaching into his cloak and pulling out a katana.

" this sword was made for me by my friends, each of them helping to create this weapon, and now im going to use it to defeat you. the figure scoffed at this as he inspected the sword.

" surely you jest old man, a sword wont improve your chances of winning. to prove his point the stranger then quickly ran forward, and swung his scythe in a backwards angle. this sneak attack however was stopped, as sword met scythe. however, what surprised the stranger and sent him back was a mini aura feild surrounding the sword.

" hmm most impressive, but your speed still does not match mine so be ready. nocturne smirked at this and took off his cloak and threw it to the side, causing a slight crater to be formed.

" I think you will find were even now. The man didnt say anything to this, instead he just charged at nocturne. nocturne however, sensed the attack coming and jumped over him before kicking him in the back, knocking him to the ground. Not wasting any time, nocturne pushed off the ground and back flipped to try and impale the stranger. the stranger however, jumped away at the last second and used nocturnes attack to his advantage as he shot into nocturne knocking him off his feet. while nocturne was on the ground the figure tried to finish him off, but was stopped as nocturnes sword deflected his scythe, causing the stranger to stumble. As the stranger fixed himself, nocturne got up and jumped away before getting into a battle stance right away. The stranger seeing this began to laugh as he spread his wings and stretched.

" ahahaha so it does seem you have some skill old man, well lets see if it holds out. the two then rushed foward and clashed again and again appearing to be evenly matched as both were able to twist away from, or block attacks. The fight only lasted thirty minutes, but seemed to go on for hours with how fast the two attacked.

" that is enough you pest im done playing games. the stranger then threw down his scythe and produced a vial of lighting dust before using his shadows.

" die! the stranger then threw the vial into his shadows and sent shadow lightning into nocturnes body eletrocuting him. as nocturne was being electrocuted, he could feel his aura draining from him as he screamed in pain and knew he had to do something quick. slowly stretching his arm out, nocturne called upon his own shadows, and summoned his scythe towards the strangers back, allowing it to cut his head off. exhausted from his fight, nocturne leaned onto his multi-colored sword and smiled down at it.

" thanks for the sword Summer I only wish you were still here with me and the others,I wish we were still a team. nocturne then sighed as he painfully stood up and walked over to the strangers head.

" now who are you? nocturne then peeled off the mask only to gasp in shock as the face he saw was grims.

" no no thats impossible he would never_. before nocturne could finish, grims head started laughing.

" hahahahaha you cant stop fate nocturne this was destined to happen. nocturne dropped the head and clutched his chest in sadness as he tried to come to terms with what he saw.

" why? why are you doing this? the head of grim smiled as nocturne began to be pushed out of the shadow dome.

" to prepare you for what is to come, and for what its worth im sorry. before nocturne could say anything else, he was flung out of the dome of shadows, and passed out as a result. seeing nocturne in a hurt state, Qrow cursed and contacted ozpin.

" Ozpin come in nocturne is down i repeat nocturne is down, do you have any information on the unknown. a sigh could be heard over the scroll as ozpin appeared.

" no, theres no time to waste though get nocturne medical attention the general and i can handle this if it gets out of hand, we are coming back now. qrow nodded and then sighed as he picked up nocturne.

" winter stay here and protect the civillans and students. winter scoweled and tried to argue but, Qrow was gone before she could.

" ugh the nerve of that man i swear. meanwhile thirty minutes ago at the same time, therist and his father were still talking.

" what have you just done? his father grinned at him and laughed as he circled him.

" well im just here to warn you to give up now. therist scoffed at this and fired some shadows at his father but, they never made it as his father waved them away.

" come now i started our bloodline powers did you really think you could hurt a ghost with darkness? therist growled as he turned away from his father and began to march away.

" i don't give a fuck, you always did say ying yang was better then me anways why are you here? therists father chuckled as he shadow traveled in front of therist before slamming into him with his own shadows, pinning him to the ground.

" you used to be a nice little pup but, what are you noe but a vain and greedy monster. therist growled at his fathers words as he struggled to break free.

" how dare you! you made me this way! the humans made me this way they always got everything, ying-yang always got everything, i wouldn't stand for it anymore. therists father winced internally at these words but remained blank faced and calm as he slowly let therist go.

" hmm very well, think what you wish my job is done and my warning was given goodbye son, for whatever it counts i loved you just as much as your brother. therists father then faded away into the shadows as he stood in the middle of the coliseum with a surprised audience looking at him.

" it is over! i have conquered my fears! the crowd went wild at his words, and began cheering for this mysterious man. although, not everyone was cheering, both ozpin and ironwood were staring at therist with suspicion before speaking.

" well students of beacon that was the final match of round one rest up for a day and get ready for round two. therist grinned at ozpins words as he walked away and put his hands together as he walked with cinder and scar by his side.

" this unexpected visit from my father has made my need to use my plans to accelerate, be ready you two because in we are going to attack at the start of round two now instead of waiting to finish the tournament. both cinder and scar bowed their heads in respect as they spoke.

" yes my lord it shall be done. therist grinned at their loyalty and sighed as he walked.

" good one less thing to worry about on my list. meanwhile at the end of round one, it was about eight and grim was out of the hospital and getting ready for his date,as he got out of his shower with a towel wrapped around him, he noticed that ranma had his wings wrapped around something.

" you can come out now yang. A slight gasp could be heard as ranma lifted his wings and showed that yang was indeed hiding there.

" how did you know i was here. grim chuckled at her and held up his hand.

" three things, one you like to check me out, two ranma never lays with his wings spread out like that unless he has some one next to him, and three i sensed your shadow. yang frowned playfully and stood up with a pout.

" oh come on you can not blame me for wanting to check you out, your one of the hottest guys at this school. grim blushed at yangs words but kept a straight face as he spoke.

" be that as it may, i don't have time for this i have to get ready for my date. yang nodded but put her hand on grims chest.

" i hope you know that if you crush her heart i'll crush something of yours. grim nodded at this and quickly pushed yang out of his room so he could get dressed.

" geez ranma never piss that girl off. ranma chirped in agreement and grabbed a tuxedo from the closet before throwing it to grim.

" a tux? don't you think this is a bit much. ranma chirped in response, making grim smile.

" i do suppose your right i do want to look my best for Ruby, could you do me a favor and go buy me some silver roses? ranma chirped happily in response and grabbed one of many of grims bags of lien before jumping out the window.

" hmm was that a smart thing to do? meh im sure he wont cause trouble. It took a few minutes, but ranma soon found a flower shop and walked inside, much to the surprise of the female fox faunus that worked there.

" eep please don't eat me? ranma tilted his head at this and began to laugh in his chirping voice. this of course made the fox faunus calm down as she heard the chirping and found it cute.

" huh what? your not roaring, attacking,or trying to eat me your just chirping?, this makes no sense. ranma chirped in response some more before pointing to the silver roses with his tail making the faunus girl surprised as her ears twitched.

" eh? you want to buy some silver roses, that'll be twenty lien for a dozen of them. ranma simply tossed the bag of lien on the counter before grabbing the roses in his mouth and flying out the door. the fox faunus however just stared at the bag of three hundred lien before passing out. a few minutes later, and ranma was back in grims room sleeping on his bed as grabbed the roses and got ready to leave.

" i'll be back later bud thanks for the help today. grim then walked towards team RWBYs door and knocked on it.

" hello, its grim is ruby ready for our date? grim didn't even get tofinish his sentence, before the door opened and ruby wrapped herself around his arm.

" yep im ready to go. grim smiled at her enthusiasm and set the flowers on rubys bed before they left.

" well you certainly are eager arn't you. ruby blushed at his words and shrugged.

" well yea that and yang kept teasing me about it all day. grim smiled as he looked ruby over and saw that she was wearing the same dress she wore to the dance.

" well you certainly look beautiful ruby. rubys blush got brighter as she heard yangs chuckle and smiled at grim.

" thanks you look handsome your self shall we go before we get mocked. grim nodded and smiled as he shadow traveled with ruby to a reastraunt called Latin fire, a highly respected and expensive reastraunt.

" well here we are, shall we go inside? as grim looked back at ruby he saw the shocked expression on her face and smiled.

" oh please ruby I don't need the money i make, i either give it to charity or spend it as much as i can, this night is special for us after all. ruby snapped out ofher trance at grims words and kissed him on the cheek.

" well thanks grim your so sweet, now lets go eat then. the couple then walked into the reastraunt arm in arm and waited to be seated. this however didn't last long as the eagle faunus greeter recognized grim.

" Mr. Reaper a pleasure to see you again sir how may i help you on this delightful night. grim smiled and shook hands with his friend.

" well maxwell, Im on a date tonight and figured i should take my girlfriend ruby here to some where special. maxwell grinned at this and grabbed to menus before leading the two to a table.

"ho ho then you honor me my friend by taking miss ruby here, it was with your donation atfer all that this place became so successful. grim smiled and shook his head as he patted maxwell on the back before sitting down.

" think nothing of it my friend, now then thank you for the table. maxwell smiled and bowed before starting to walk away.

" enjoy your night Mr. reaper. smiled as maxwell went away and turned to a smiling ruby.

" so ruby,how were you while i was gone. ruby frowned as she remembered his disapearence and shook her head.

" I was sad, and trained alot. grim nodded and then smiled as he twirled his fingers.

" well all that training certainly helped you if you were able to take on therist at half of his power im proud of you Rosey. ruby blushed at hearing her pet name but smiled at grim.

" you always know what to say to make me feel better don't you? grim chuckled and smiled as the waiter came towards their table.

" i try my best rosey now then ill have just water to drink please. thewaiter nodded and then turned to ruby who smiled sheepishly.

" um just milk for me please. grim held in his chuckle at rubys choice of drink until the waiter went away and then, he let loose a joke.

" so milk huh, trying to get strong bones? ruby blushed at his words and shook her head before hiding her face with a menu.

" no i just like milk why does everyone have to tease me about it. grim smiled and put rubys menu down so he could look her in the eyes.

" 'cause your adorable when you blush. Ruby let out a squeak at grims words and quickly put her menu back up until the waiter came back.

" alright heres your drinks now what can i get for you to eat. grim put a hand on his chin and thought on it for a moment before anwsering.

" hmm I don't know ruby you want to share a plate of spaghetti. ruby looked up from her menu, her blush being gone as she did, and anwsered.

" yeah that sounds fine. the waiter nodded and then left the two alone allowing ruby to speak.

" so grim what kept you from giving up when you were captured. grim smiled at rubys question and tilted his head at her.

" well my friends and the school for one thing, my family for another, and lastly and most importantly was you. ruby smiled at these words and once again kissed him on the cheek.

" your such a good boyfriend. grim chuckled at her words, and smiled as the food was placed down in front of then.

" well thanks rosey shall we begin our meal. with that the two then began to eat their dinner making small talk of the past until the two accidently kissed while trying to eat a noodle. this in turn caused the two to pull back a few seconds later and laugh.

" oh that was so cliche, like from one of those romance movies. ruby nodded in agreement and smiled while she laughed.

" yeah but it was romantic and nice. grim smiled and nodded in agreement as he wiped his mouth with a napkin.

" i can agree with you there, we both might be new to kissing but were getting the hang of it. before anything else could be said, maxwell came over the intercom.

"attention paetrons, now is the time for the annual slow dance of the night please grab a partner if you want and dance with them. grim arched an eyebrow over at maxwell who simply gave him a thumbs up in response, before starting the music. before grim could even open his mouth to speak, ruby had dragged him onto the dance floor and was pressed up against him.

" you work fast rosey. ruby chuckled at his joke while they slow danced, and shook her head.

" thats in my description grim. grim chuckled at rubys words as he slowly span her and held her to his chest.

" why yes it is, lets see if you can dance as well as you can fight hmm. grim and ruby then danced for about half an hour before they finally finished and shared a full kiss. when the two pulled away, they heard the sounds of applause and saw everyone in the reastraunt was looking at them before maxwell spoke up.

" thank you all for coming and enjoying the food may you all have a great night. maxwell then grabbed both grim and ruby and took them outside.

" what a wonderful performance my friend good for you! grim chuckled at his friends excitement and shook his head.

" thanks max we had fun so how much do i owe you. maxwell rubbed his chin at grims words thinking of something appropriate to ask for.

" nothing . both grims and rubys eyes widened at this as the two stared at maxwell.

" what ? max are you serious. maxwell nodded with a slight chuckle and patted grim on the back.

" enjoy your night grim you to miss ruby. ruby smiled at max and nodded in responce.

" thank you Mr. maxwell chuckled and turned to walk back inside.

" think nothing of it miss ruby you two have a goodnight! getting over his trance, grim shook his head and frowned.

" max is to generous for his own good. ruby giggled at this as she wrapped an arm around grims and began to walk with him.

" oh come on grim hes your friend that was nice of him to do. Grim nodded and smiled as he walked with ruby.

" i suppose your right well what do you want to do now? Ruby hesitated for a moment to think, before coming up with an idea and grabbing grim by the arm before dragging him away. meanwhile not to far away, cinder had been watching them with envy in her eyes when therist contacted her.

" are the underground tunnels in place? cinder nodded and calmed her self before she spoke.

" yes my lord they are all in the weak points of the coliseum and romans prison. therist nodded and smiled at this information before noticing where cinder was.

" what are you doing now? where are you? cinder hesitated to speak, but did so anways

" i was following grim and spying on his date with ruby. therist frowned at this information and shook his head.

" come back home princess you will have your prince in time. cinder bowed her heads at therists words and shadow traveled back to base leaving no trace of her ever being there. meanwhile, nocturne was being debreifed in ozpins office once again, and was not in a good mood.

" listen to me damn it whoever that was who took over the grimirrors body after grim did has or had powers like us and by all of our descrptions this fits the bill for therists dad hellsin reaper. ironwood scoffed at this and crossed his arms.

" please he has to be dead there was always mentions of his death in the old tales. ozpin sighed as he rubbed his temples and drank his coffe.

" general if you could please let nocturne finish his story then we could sort this out sooner. ironwood grumbled at ozpins words but stopped as glynda hit him over the head with her crop.

" stop being a child and listen james, now nocturne continue. nocturne smiled at glynda and then nodded before speaking again.

" as i was saying, he ave me a warning that my son may turn evil, and become a bigger threat then therist but i have no idea how he could. Qrow rubbed his chin at these words and thought.

" hmm that sounds like the end of the war to me. winter scoffed at these words and turned to Qrow in surprise.

" please i would hardly call it a war therist hasn't started anything big. raven came into the room at this moment surprising almost everyone but Qrow, nocturne, and ozpin.

" not yet at least, but we need to prepare for every possibility. ozpin nodded at this and sighed as he checked the clock.

" alright its nine right now lets all get some rest and go over our security tomorrow. the meeting then ended and most left the room, while ozpin stayed in his office to look out into the forest.

" may god protect them all. back with grim, he and ruby were sitting on the cliff where summers grave was and were looking up at the nights sky.

"hey grim? do you think my moms proud of me. grim didn't even hesitate as he anwsered.

" of course ruby why wouldn't she be proud of you your a nice person, a good team leader, and a great fighter if anything shes probably just happy watching you become such a good huntress. ruby smiled at grims words before noticing that a tear was rolling down grims face.

" grim your crying? grims eyes widened in surprise as he wiped the tears off from his face.

" huh must of been thinking about my mom then. ruby frowned at this and hugged grim before speaking.

" you miss her don't you. grim nodded and sighed before speaking.

" i miss more then her ruby, i miss what my family could have been, but all in all if i could change events, i wouldn't. ruby gasped at grims words and looked at him in surprise.

" why wouldn't you want to change things? grim chuckled as he kissed ruby on the forehead." case then i might not have known you silly. rubys eyes widened at his words before she smiled and snuggled into him.

" we have eachother our friends and whats left of our families thats enough for me. grim chuckled and picked ruby up bridal style before speaking.

" I agree with you on that one, though it would be nice to have a perfect world who knows what would of changed ,but anway lets get you to bed little red. grim then shadow traveled back to team Rwbys dorm room and set ruby on the bed before being tackled to the ground by yang.

" yeah finally you guys are back i want details. grims smiled and simply phased through his own shadow and into his room in response make yang pout.

" agh man what a kill joy, so sis how was-. yang then stopped talking as she turned around and found ruby asleep.

" darn it geuss i have to wait until tomorrow oh well. weiss raised an eyebrow at yangs behavior and rolled her eyes before going to brush her teeth, while blake was smirking behind her book at yangs attitude.

" you always amuse me with the way you act yang. yang chuckled at this and nodded.

" of course i do, i do love to mess with people after all. as yang finished this sentence, she brought out her laser pointer and began to mess with blake, making weiss sweat drop as she finished in the bathroom.

" would you two idiots stop that people are trying to sleep. blake blushed as she realized what she was doing while yang laughed. grim on the other hand, was safetly in his bed with ranma by his side, and his dad outside the window.

" your clingy you know that. nocturne sighed and peered over his shoulder at raven who, was in the tree under him.

" and you are a pain in my ass, did you know that.

raven chuckled at nocturnes words but became concerned when she saw the burn marks on his face.

" jesus what happend to you. nocturne remained silent for a moment before speaking.

" hellsin reaper happened to me, and he showed me a warning of grim like i said earlier when you were spying on us. raven scoffed and shook her head.

" hey im on your side it dosent count as spying. nocturne chuckled in response and shook his head as he laid on the roof.

" shouldn't you be watching your daughter. raven shook her head at this and smiled under her mask.

" nah she can take care of herself besides my friend needs me. nocturne hesitated to speak after hearing this, but soon did.

" i Don't need you but, your company is appreciated. raven glared at nocturne for that and punched him in the shoulder.

" you jerk i thought you ment you didn't need me for real. nocturne laughed and shook his head.

"oh no its boring without the old team around having you back certainly does make me smile though. raven took off her mask and smiled as she jumped up to nocturne and sat next to him.

" it is good to be back i wish summer was here.

nocturne sighed and nodded as he looked up at the stars before turning to raven with a smile.

" come on now she wouldn't want us to mope around we have to stay strong for her. raven nodded at nocturnes words and smiled up at the night sky.

" yeah, your right nocturne.


	22. Grim Camp

The next day early in the morning, grim had called team RWBY together into his room.

"Now you all may be wondering why I called you in here yes. All of the girls nodded in response and groaned from loss of sleep which made grim laugh as he smiled and turned around.

"Well good, so the reason why I called you all in here today is to address the threat that therist poses to all of us. All of team RWBY's members eyes widened at this and grim raised a hand to keep them silent.

" now I know some of you may be shocked that therist is targeting you but, let's face facts girls you're a well-oiled war machine, and therist sees you all as a threat so, my solution is simple, all of you train against me in a fight. Ruby quickly protested this as she zoomed up to grim and hugged him.

"No you just got out of the hospital I will not have you injured for our sake. Grim chuckled at ruby's concern and hugged her back before setting her on the ground.

" ruby I know you care for me very much, but to be honest your one of the four things I have left that I love, and I care about you the most, if you want to fight therist then you need to learn how a shadow user fights. While ruby blushed at his words yang giggled and put an arm around ruby.

" To be honest ruby he's right, but is up to you sis you are team leader after all. Ruby nodded at her sisters words before turning to her other teammates and speaking.

"Alright then what do you girls think about this training idea. Weiss thought on if for a moment before nodding at grim, while she spoke.

"Grims words have merit ruby, we have all seen how he fights, and that's not to mention the fact that therist is currently stronger then grim, we wouldn't stand a chance so as dangerous and stupid as it is, I vote for grim. Blake, ruby, and yang all looked at Weiss in surprise causing her to become annoyed.

"What are you all staring at me for! Blake smirked at Weiss' expression and giggled before she spoke.

"Well normally your one hundred percent against someone else's ideas. Weiss rolled her eyes at this and threw her arms up in disbelief.

"Oh yeah that's because most of our plans are stupid and dangerous. Grim grinned at Weiss' statement and decided to add in onto the conversation.

"But they work don't they? Weiss opened her mouth to argue, but found herself unable to as the room burst into laughter.

"Alright yes they work now can we just please vote on this stupid issue. After hearing Weiss' statement, the group began to stop laughing and slowly quieted down to the point where Blake could speak.

"both grim and ruby have a point, grim you have a chance of over working yourself and getting hurt in the fight, but we do need training in how to fight someone like you, my semblance aside, yang wouldn't stand a chance by herself, the others however, would have a slight chance by themselves Ruby's speed and Weiss' glyphs could keep both of them alive in a fight with therist but not for long so I vote for the training. Ruby sighed at this outcome but nodded as she turned to grim.

"Well looks like we're all in agreement here grim. Grim nodded and smiled before clapping his hands together.

"Great first let's get some breakfast and then we can go ask ozpin where were going to train at. The girls all nodded in agreement and grim smiled as he shadow traveled all of them down to the dining hall. When the group arrived, they quickly found that they beat everyone else to the food, and ended up in front of the teachers.

" such are the perks of being early girls eat up cause once your done, your training begins, and we won't be stopping until lunch time. Ozpin perked up at this from behind them and walked up to grim to stand next to him in line.

" did somebody say something about training. Grim smirked as he turned to look at ozpin and nodded his head in response.

" oh come now you know nearly everything that happens In this school ozpin you must know I was talking about training them to fight therist. Ozpin smiled at grims words and shook his head before putting a hand on grims shoulder.

" well I didn't before but I do now, that sounds like a wonderful idea, what do you need to do this. Grim thought about this for a moment and smiled as he thought something up.

" just a couple hours in the emerald forest is all then we should be able to come back but if not ill contact you on my scroll. Ozpin nodded at this and rubbed his chin thought before smiling and agreeing.

" those terms sound acceptable very well grim I give you permission to train team RWBY, just make sure you take a standard survival kit with you, even with your powers and ability to transport others, you might just find your self in a situation where you have to stay the night. Grim nodded at ozpins words and smiled at him before putting some pancakes on his plate.

" that sounds reasonable very well then its settled have a good morning headmaster. Grim then headed over to team RWBY's table and began to eat with them as he thought up a training plan. Half an hour later, and the group was geared up and all ready to go.

" alright girls grab onto me and we will begin our training session soon enough. Nodding at grims instructions, each girl grabbed onto him along with a different bag of survival gear each before grim shadow traveled them into the emerald forest, along where the artifacts were found. Seeing where they were all the girls looked in surprise at grim who quickly spoke up after seeing their looks.

" calm down girls yes I know where we are but, this is all part of the exercise if you cant fight Grimm and shadows at the same time then your going to fall in battle, this isn't simply stopping the bad guys anymore this is war, now then to start you all off, each of you is going to pick a number one through four the one who geusses the number im thinking gets to fight me first, the others must put on these weights and run laps around the area until my match is done. The girls all gawked at grims training plan but after seeing him glare at all of them, quickly stayed quiet until he spoke up again.

" alright I have a number who wants to make a guess, if you fight now, your training will be exhausting so pick your number wisely girls. not wanting to be the one too fight first, yang quickly said a number first.

" one i pick one. grim grinned at this as he gestured for yang to come stand by him. yang at this point thought she was safe from fighting grim, of course that was until grim spoke up.

" well that settles that way to go yang you guessed the number. yang sweat dropped at grims words and began to panic.

" huh- ah what but- i want a redo?! grim and the other girls smiled at yang's behavior as grim brought out four arm and leg bands.

" now that thats settled, these weights weigh about ninety pounds each, after tomorrows matchs we will train again and increase that out put by ten is this understood? the rest of the girls all nodded at grim and he nodded as he slid his mask on.

" alright then for your starting exercises do thirty sit ups pull ups, and push ups, then run around this area for fifty laps, until my fight with yang is done then one of you gets to switch places, by the end of this, i guarantee you will be stronger then you were one month ago. as the girls nodded at this information and went to follow instructions, grim turned to yang and got into a stance as he crafted a shadow sword.

" now yang to simulate the experience of fighting therist i have made a copy of his weapon and will be using it along with my shadow powers for the duration of this fight, are you ready? yang stared at grim for a second, but snapped out of her trance as she got into a fighting pose.

" bring it on. grim grinned hearing these words and faded into the shadows as he spoke.

" oh i was hoping you would say that, keep up your guard. yang tensed up at grims words but as she looked around her, she never thought to look back down at her own shadow and this would come back to haunt her as grim rose up behind her and grabbed her by the hair, making her growl at him.

" you son of a Bi-. before yang could finish her insult, grim threw her over his back and into a couple of trees, destroying them.

" i told you not to let your guard down yang now come at me with everything you have. yang in response exploded with anger at having her hair pulled and quickly fired her gauntlets behind her so that she would rocket towards grim.

" argh ill kill you for touching my hair like that! grim grinned at the approaching girl and raised his shadow sword to block her attack at the last second, making him skid back as yang crashed into him. extremely pissed off, and not willing to show mercy, yang began to attack again and again against grims sword, but to no avail as he was able to predict every attack she was going to make. eventually grim got bored of dodging her attacks and shadow traveled behind her before kicking her hard in the back sending her hard into the dirt.

" your anger makes you powerful but you have no control that makes you sloppy yang. yang growled at grims words from the dirt, and fired her gauntlets into the ground and back flipped behind grim so that she could attack him from behind but, to no avail as grim spun around and caught her first.

" that was better but i can still catch you. grim then reared back his sword arm and slammed the sword into yang's stomach, sending her flying into some more trees.

" you know this isn't really challenging for me perhaps i should end this now. as grim said these words, a rapid fire volley of dusts blasts came at him from the forest causing him to be forced to dodge them as they exploded behind him.

" yes yes much better now then get ready i'm coming for you, please try to impress me. grim then ran into the jungle towards the shots of dust, determined to make yang work hard for a win. however as grim ran through the forest the shots suddenly stopped making him suspicious.

" come on yang don't give up now, you'll only make this boot camp harder on your self you know that right? in response to grims question, a tree came flying towards him from behind and he barley got away as it slammed into his side.

" agh, hmph that was a dirty trick but, a good move, i'm impressed that you finally did some damage to me, but can you keep it up yang? in response, more trees came flying towards grim which made him grin as used his shadows to form tentacles and slash them into saw dust.

" that little trick wont work on me any more now then lets get you back into the open. grim then concentrated his powers and wrapped a shadow around yang's leg as he found her with his powers.

" heh gotcha. yang's eyes widened in surprise then as her leg was pulled out from under her, causing her to be dragged away back to grim, who grabbed her by the hair as he picked her up.

" i bet this pisses you off doesn't it. yang growled in response and grabbed towards grims face as he held her up.

" i'm going to kill you, you son of a bitch! grim chuckled at this as he threw his arm back while he spoke.

" now now, no cursing your trainer yang, respect your betters! grim then threw yang hard back towards the artifact site, sending her smack dab into the marble columns making grim cringe.

" ooh that looked like it hurt a lot sorry yang! yang groaned loudly in response to grims yell and struggled to stand up as he shadow traveled over to her.

" i already told you you would be hard pressed to hurt some one like me yang be happy you did what damage you did. yang shot up at these words and landed a great sucker punch into grims face, causing his mask to fly off as his head bent to the side.

" you- landed a good hit that hurt me a lot so have a prize. grim then reared his hand back and slammed his hand into yang's neck knocking her out.

" you should have stayed down when i told you, as a trainer i have to spare you, if your facing therist and you have to retreat you should, he will kill you if he has the chance. his first fight done, grim grabbed his mask and put it on, as he slipped an aura pill into yang's mouth and healed her with his aura before he woke her up.

" ugh my neck hurts what happened did we fight? grim nodded and chuckled as he handed yang her weights.

" well yeah we did your rage broke, and you tried to kill me because i touched your hair so i knocked you out after you punched me in the face. yang paled at these words as she backed up from grim.

" oh geez i'm sorry are you alright. grim chuckled at her expression and held up a hand to calm her down.

" yang, yang calm down i'm fine were done fighting, you however get to pick who goes next. yang grinned at these words as she thought up a plan to exhaust grim.

" i get to pick huh, alright then i'm going to choose the ice princess. grim chuckled at weiss' nickname and nodded.

" very well then go switch places with her then. yang nodded at grims words and slowly made her way over to the others who were just about to restart the cycle of their exercises, while grim watched.

" hmm she did better then i thought she would, but this is a one on one scenario not a team one, they should work well together against therist. after ggrim spoke another voice could be heard behind him from the shadows.

" i would have to agree with you grim but i would have to ask you to not kick my daughters ass that much. grim chuckled at the voices words and turned around to see raven and nocturne in the tree.

" ah father, raven enjoying the show? raven shrugged as she looked down at grim and spoke while nocturne ate popcorn.

" well we didn't have anything to do today without alerting therist that were onto his lackeys, and we were bored so when nocturne told me you were going to train both summers, and my own child for combat against therist, i wanted to come see you work. grim nodded at this and grabbed some popcorn with his shadows before eating the snack he grabbed.

" fair enough, as long as you don't interfere they submitted to my training and so, i am going to put them through what Andrew put me through. raven nodded and crossed her legs to get comfortable as nocturne spoke.

" you'll train them right son, i have faith in your abilities, even if i wasn't the one who helped you with them. grim chuckled at his fathers words and took off his mask to smirk at his father.

" you don't have to be jealous of Mr. nevermore dad, he was my adoptive father but you didn't leave me for anything vain, you left me to protect me, had you stayed therist might have regenerated years ago. nocturne sighed as he crumpled up his popcorn bag and sat back against the tree while he answered grim.

" am i that see through? god Ozpin was right i need to talk to my friends more. grim chuckled at his fathers words and slid his mask on as he saw weiss coming.

" well as heart warming as this was, i have a trainee coming so i'll have to go now bye dad love you. grim then shadow traveled over to weiss in an instant surprising her and making her yelp.

" hey why did you do that! grim smirked at weiss' expression and and tilted his head.

" really thats how you act when i come out of no where come now weiss, you cant get surprised by an ambush you must be ready for everything. weiss bristled at grims words and fell to one knee from the exhaustion of the weights.

" ah i'm so sore! grim smiled sympathetically at weiss and put his hand on his fore head and weiss'.

" ill take care of it weiss just hold still now. grim then began to charge his aura into his hand and began to heal weiss' wounds.

" there we are all better. weiss grimaced as she stood up and then smiled as she felt normal again, if not a little off balance.

" thanks grim i feel much better now. grim smiled at her words but shook his head as he spoke.

" don't thank me yet weiss, the fight hasn't started yet and i can guarantee this is going to hurt. weiss grimaced at grims words and got into a fighting stance.

" very well then shall we begin. grim nodded as he let his aura course through his body and the air making a faint white glow cover him.

" we begin now oh and brace your self. weiss opened her mouth to ask what he meant by that but, before she could grim tossed her into the forest before fading into the shadows.

" lets play a game. grim then shadow traveled over to where weiss landed and circled around her from the shadows.

" when therist attacks he loves to fight them face to face but he also likes to strike from the shadows, you need to be prepared to counter anything he launches at you. as grim finished this sentence, he launched a dozen shadow tentacles at weiss. seeing some of them coming, weiss quickly spun around and erected a wall of ice around her self guarding her from the attack. grim rubbed his chin at her move and grinned as he thought of how to counter it.

" very clever weiss but using ice to sheild yourself wont protect you forever. grim then sent his shadows under the ice and shattered it from the inside only to reveal a hole in the ground. seeing this, grim quickly ran over to the hole and looked down into it.

" how in the hell did she do this? where in the hell did she go. as grim tried to figure out what weiss did, he was suddenly knocked off his feet as weiss came out of the hole and uppercut-ed him. grim flew up five feet in the air from this attack but quickly caught himself with shadow wings before he could go to far.

" hmph impressive, but you know this only is equivalent to a fancy game of battle tag right? weiss stayed silent at grims words and kept her sword raised and ready. grim circled weiss from the air for a moment, and thought on a new plan.

" hmm therist can fly as well what can you do if you can't hit your enemy. grim then began to throw disks of shadows at weiss as she ran towards him and activated her glyphs as she began to jump up towards grims position. seeing weiss getting closer, grim drew his sword and flew towards weiss to meet her in battle, the two then clashed as grim landed on weiss' glyph and began to sword fight with her. weiss found that with her new found strength, she could barely hold her own against grims sword as their weapons clashed again and again. seeing that grim was winning their little stalemate weiss began to make others glyphs and jumped around them to attack grim. however much like on the train with scar, grims strength and cunning would allow him to come out on top as he grabbed weiss' leg after their swords clashed again for the twentieth time.

" last stop ground floor. grim then jerked his arm down and threw weiss to the ground hard almost knocking her out. as weiss struggled to stand grim slowly floated down to her and walked over to her.

" everyone gets a different lesson weiss, now you have yours fighting isnt just about the moves you pick, or the technique you use, you also need the strength to back up what you do, that is my lesson to you learn from it cherish it and you shall prosper. grim then gave weiss an aura pill and healed her again before sending her to get blake.

" there you are now back to your exercises, and tell blake shes next. weiss nodded and left while grim sat down to meditate. a few minutes after grim began to meditate he sensed a shadow coming towards him.

" blake before we fight sit down with me and relax. blake looked a bit unsure of grims intentions but sat down anyway as grim then spoke again.

" so you spoke to adam? blakes expression quickly turned to a happy one as she smiled.

" yes we talked for a little bit and he told me what you told him. grim nodded at blakes words and smiled before he stood up.

" well thats good to hear did he say anything else. blake nodded once more and her smiled seemed to get bigger as she spoke.

" he said he would support humanity from now on and earn the respect that we crave. grim nodded at these words and smiled as he put a hand on blakes head and healed anything wrong with her before their fight.

" yes i expected as much when i talked to him last, he was very adamant about changing his ways, now then shall we begin. blake nodded and grim grinned as he then summoned his shadow sword to his hands.

" then let the game of cat and mouse begin. right after grim finished his sentence, he swung his sword towards blakes legs. blake however heard his attack coming and jumped over his strike before, kicking grim in the face knocking him into a tree. blake then followed this up by pulling out gambol shroud, and began firing it at grim sending him through the tree. as blake reloaded she also, transformed Gambol shroud into its katana state before charging to where she saw grim land. however, when she got there all she found was grims cape.

" always keep a keen eye on your opponent blake. blake jolted up, and turned around after hearings voice but could not find a trace of him.

" whats the matter blake cat got your tongue. blake growled at the cat joke and scanned the forest around her, this however left her open as grim came out of her shadow and punched her hard in the back sending her to the dirt. as blake was in the dirt, grim tried to bring his sword down to stab her, but she rolled out of the way, causing grims sword to be buried in the ground. blake smirked at the sword in the ground and pointed her own weapon at grim.

" looks like i win. grim began to chuckle at her words and snapped his fingers causing a new shadow sword to be made.

" ah ah ah, this game of cat and mouse is not over yet, for example think fast! grim then faked a strike towards her causing her to step back to avoid it, only to trip on a root and fall on her butt. grim laughed as he walked towards blake and picked her up with shadows.

" your powers of stealth and shade wont save you here you may be able to blend into the shadows but, i control them so what can you do to escape . blake struggled for a moment, and then thinking quickly sent an ice decoy of her self at grim to freeze his body. this move then turned out to work as blake was freed and grim was in a block of ice. this didn't last long however, as grim soon broke out of the ice and shot shadow tentacles at blake. try as she might, blake couldn't keep all of the tentacles away from her, and eventually they began to hit or trip her. blake quickly got tired of being attacked and launched a fire decoy to take out the shadow tentacles, causing a plume of smoke to rise. grim rubbed his chin at blakes move and thought about it before blake came out of the smoke with her sword ready to pierce his throat. grim however merely caught the sword in a shadow covered hand and swung blake around until he tossed her back into the clearing. after blake landed grim walked up to her and held a hand out for her to help her up.

" do you give up? blake shook her head no and grit her teeth as she struggled to stand.

" n-never i won't give up. grim opened his mouth to protest but before he could, blakes fist found its way into his gut before he was sent into a fire decoy . blake then followed up these to attacks by kicking grim into a lightning decoy causing him extra burn damage. finally, blake decided to end the fight and once again froze grim with a decoy. grim was not done yet however as he broke out once again and stood over blake.

" hmm this fight got me down to fifty percent good job blake, you already know your flaws and are working on them so after i heal you up go get ruby for me ok. blake nodded and sighed in releif as she felt her wounds heal.

" that was a good fight indeed grim thank you for the talk as well. grim nodded in reply and sat back down to meditate as blake left. the next thing grim knew was that ruby was next to him looking almost fine.

" reporting for duty master grim. grim chuckled at rubys enthusiasm and patted her on the head.

" ah yes i see you are, i saved the best for last after all. ruby blushed at his comment and looked away to hide her face as she spoke.

" so what are we going to do. grim smiled as ruby said those words and whistled for the others to come over as well before speaking.

" as you all know ruby here already has experience with people like me thanks to the grimmirror and therist so be that as it may, I have a test for the whole team to take will you accept. all of team RWBY shared a look before nodding making grim clap his hands in joy.

" excellent , now then the details, i will be going deep into the forest, about where i was taken to the first time i was kidnapped by that godzilla, but you have to engage and try to beat me in a fight mission success earns you one wish that if i can fulfill it i will, loosing will result in a major increase in your weights to two hundred pounds. all of the girls sweat dropped at the punishment but grinned at the thought of a wish making grim sweat drop before he shadow traveled away. ruby already knowing what she wished for, and eager to get it gestured to the others.

" come on we should move quick. team rwby then ran deeper into the forest after seeing a glances of grims shadow, unknown to the girls however was the fact that grim was leading them right where he wanted the fight to take place. when they finally reached grims location, they found him sitting there meditating. not knowing if this was a trick, the team rushed him and tried an all out attack from all sides, but only collided with each other. as they separated the girls looked in all directions as they formed a circle leaving a perfect portal for grim as he rose up from behind all of them.

" never group up when caught in a trap girls. the girls all gasped at the sound of grims voice but as they turned around, grim too each of them to the ground. he punched all four girls hard in the back sending them sprawling in the dirt before they jumped to their feet and glared at grim as he took his mask and shirt off while he spoke.

" you shouldn't have rushed in here blindly just because of a potential reward, the risks should always out way the reward. rubys eyes narrowed at grims words but she nodded at him as they stared each other down. getting impatient of all the waiting, yang spoke up making her annoyance known.

" can we just fight already and talk about our mistakes later. grim nodded and chuckled as he waved a finger at yang.

" it doesn't matter when i say it, if an enemy is confident he can defeat you he wont waste the effort in coming at you, so all of you attack me give me everything you habe, hit me with your best shot! ruby nodded at these words and quickly turned to yang and the others.

" alright, Dragon rose, and black ice now. unbeknownst to grim, the girls had been making new moves, and this one was one grim didn't expect.

" dragon rose and black ice eh?, interesting names lets see if you can hit me let alone attack me. grim then shot shadows forward at the four girls but, to his surprise yang shielded them all and took the hits head on making grim contemplate why she did it.

" why would she just take my attack like that. as grim pondered this yang activated her semblance and was covered in flames, causing the shadows to be destroyed as yang grabbed a hold of rubys scythe and began to spin ruby around. while this happened weiss and blake weren't idle either, as weiss conjured up an ice sickle the size of an oak tree, and helped blake load it onto the make shift launcher using gambol shroud.

" do you think this is going to work weiss. weiss smirked at blakes uncertain face and laughed.

" who cares if it works, this is far from the other crazy and whatever else dangerous things we've done plus i want my wish so lets do this. blake looked a little disturbed at weiss' happy crazy attitude, but lined up the shot on grim and fired as yang was launching ruby at him. dragon rose was a strange name to pick for an attack, but it was accurate, as the flame that usual covered a pissed off yang, transferred over to a spinning ruby and took the shape off a dragon as she sped towards grim. sensing the power build up both behind and in front of him grim became distressed and tried to use his shadows to stop both attacks, but the red fire surrounding ruby burned away at any shadows he sent, while the ice sickle, seemed to go through his shadows, glowing a faint black. knowing now that he would have to dodge or block, grim turned around, and decided to take rubys hit to his back and slashed the ice sickle in half as he summoned his scythe to carry the deed out.

" impressive team work but even after this hits me i wont be done yet. rubys eyes widened at grims words as she tried to figure out how much aura he had left, but this didn't stop her scythe from landing a solid blow into his back, sending grim through dozens of trees, and finally stopping when he got stuck in a boulder, which of course exploded from the impact.

" son of a bitch that hurt, damn it my auras down to twenty percent i cant use much more of my power. sighing to himself grim slowly picked himself up and dusted himself off before glancing at a stunned team rwby.

" well now looks like im bringing the fight to you. after these words, grim quickly shadow traveled in front of ruby and began to fight her with his scythe as the others watched for but a moment.

" this is our chance girls come back me up and we can win this. wanting to help their leader the rest of team rwby split up and decided to attack from different angles but grim was ready for this as he kicked ruby away, before turning to a charging yang and throwing her into blake, before using his shadows to knock weiss away from his back.

" a good attempt team rwby but all of us are tired now so this last attack better count or you will lose. hearing this, ruby singled the team to form up again as she quickly thought of a plan.

" alright blake, weiss, and i will combine our semblances to not only make three decoys of each of us, but to also allow us to all attack grim at once, sound like a good plan everyone? the rest of the team nodded with the exeption of weiss who looked stunned.

" that could actually work, when did you become so tactical. ruby smirked at weiss and shrugged.

" I've always been this way haven't you noticed. weiss rolled her eyes at rubys words as she set up the glyphs, and then turned around and got into position before she spoke .

" yes well don't get cocky yet we still have a fight to win. ruby nodded as she added her semblance along with blakes, as the team got on top of the glyph.

" on the count of three we unleash the glyph and attack. seeing what they were doing, grim began to charge up his aura as a shadow sphere formed in his hands.

" making solid energy out of my aura and shadows will use up the last of what i have left if they can dodge or counter this they win. seeing what grim was doing ruby knew that the time to attack was now and nodded towards weiss who activated the glyphs around them causing three decoys of them to be created. after this, all four different versions of team Rwby attacked grim at once. sensing this through his shadows, grim sent his shadow ball in a slash starting from behind him, hoping to make a full three sixty take down of all of the rwby teams, but only succeeded in taking down the decoys as the real team rwby all slammed into his back at once, sending him into the ground and knocking him out. with the fight over and grim not awake team rwby began to celebrate unaware of nocturne dropping down behind them to heal grim.

" good job girls we did it, that was so cool! yang chuckled at rubys enthusiasm and hugged her.

" couldn't have done it with out you sis. weiss nodded in agreement with yang and grudgingly smiled at ruby.

" thats the second crazy plan you've came up with thats worked if i wasn't so smart i'd be jealous. blake smirked at weiss' reply and chuckled.

" yes good job in leading today ruby we really couldn't have done this with out you. ruby opened her mouth to speak but was cut of as clapping from behind made them all jump as to their surprise, grim was standing back up perfectly healthy.

" congrats team rwby you have passed my first training exercise you may now ask for your wishes. as team rwby stared at grim in shock he chuckled and put his gear back on.

" whats the matter grimm got your tongue?, in case you didn't know my father was watching me train you, and was impressed at what you did as he healed me. as the team continued to gawk at him, grim walked over to them and wrapped his arms around them.

" come on girls snap out of it wishes time, lets start with you rosey. ruby blushed at her nickname and whined as the others all smiled teasingly at her.

" i well- i want to go on another date with you only i get to set it up. grim thought about this for a moment before nodding and smiling at ruby.

" of course rosey set it up however you want to. with ruby done grim then turned to weiss.

" anything you want in particular snow princess. weiss glared at grim for the nickname but smiled as she said what she wanted.

" i want a date with neptune tomorrow. grim sweat dropped at that and took a second to compose him self before nodding and turning to blake.

" and what about you, do you want a date with sun or to meet up with big brother adam. blake chuckled at grims choice of words and thought for a moment.

" well sun and i did go to the dance together but, i did just recently talk to adam even if it was about therist. grim nodded at this and thought about it for her.

" well romance isn't always permanent family however is forever no matter what mistakes one might make. blake smiled at grims words and nodded in agreement, accepting what grim said.

" your right grim i'd like to have a nice talk with my brother again. grim nodded and winked at blake as he spoke.

" alright then but i wouldn't tell big bro about sun he might get over protective and see red before he charges. yang laughed at grims joke as he turned to her, causing her to have a smirk on her face.

" well looks like its my turn, what i want is simple grim a date with some one you know. grims eyes widened at her words and he frowned as he brought out his scroll.

" well i know one person who would be right for you if i could find him. grim then dialed in the number and waited for it to answer.

" hello this is bleak falls orphanage how may i help you. grims expression darkened hearing the caretakers voice and seeing her made his own dark and menacing.

" yes im calling about a boy in your care he should be sixteen by now and his name is atrial knight? the caretakers gasp could clearly be heard and seen over the scroll and the next time she spoke her tone was full of fear.

" what- what happened has he escaped, the man i sold him to said he would-btzt. the scroll then cut as another line answered the connection, causing a man with grey skin, long red spiky hair, and a death stalker mask tattooed on his face to show up.

" this is atrial speaking who are you and what do you want with me. grim hesitated to speak for a moment hearing his adoptive brothers voice again, and quickly spoke up as his mind came back up to speed.

" atrial its grim?, whats happened that old bitch just said she sold you to a person. a soft gasp of surprise could be heard over the line, and atrials face softened, before all hostility was dropped from atrials voice as he spoke again.

" grim! its good to hear from you, and i regret you had to hear that hag say that, but it is the truth, i was sold to a necromancer. grims eyes widened at this and shadow wings gathered on his back from rage and worry.

" a necromancer!? what are you alright. atrial laughed at grims concern and grinned while he teased him about it.

" aw you do care and here i thought you only found me funny when i bugged people. grim glared at the scroll in response and dispelled his shadows

" damn it man this is no time for puns about your death stalker tail, are you alright. atrial chuckled at grims reaction and nodded before he frowned.

" yes im fine although i my self can use necromancy now, a lady i met on the road of life has freed me from my necromancer slaver, and i work for her now along with some of my team mates. grim smiled at this and sighed as he ran a hand through his hand.

" oh than goodness, you almost gave me a heart attack here. atrial chuckled again, and smiled as he looked grim over.

" ah so your the famous grim reaper i have been hearing about should have known with your name that, that would be you, so why has the hero of vale called me. grim rolled his eyes at atrials teasing and smirked at him.

" well i happen to have a girl with me who wants a date. atrial perked up at this and looked at grim dead serious.

" oh really is she hot. grim groaned at atrials words and face-palmed himself as he handed the scroll to yang.

" see for your self shes right here you dumb-ass. atrial chuckled and rubbed his hands through his hair akwardly as he sweated dropped.

" oh uh hi, sorry about what i asked grim just curious. yang chuckled at atrials reaction, and shook her her head.

" oh no its fine go ahead and judge me, i think you'll find that im yangtasstic. grim and the rest of team rwby groaned at yangs pun, but atrial just laughed.

" ha, thats a good one so whats your name, hot stuff. yang grinned at atrial and put on her sunglasses before speaking.

" i am the great yang xiao long, a pleasure to make your acquaintance atrial. atrial grinned back at yang in agreement.

" a pleasure to meet you as well yang, so about that date, when and where do you want to have it. yang grinned at atrials words and her eyes seemed to light up as she spoke agian.

" does tomorrow at six work for you, as for location, well i have a club we can go to. atrials eye brows rose at the mention of a club, and he smiled and nodded as he spoke again.

" sure, but a club huh, im pretty sure we aren't old enough to go to one of those yet. yang grinned at atrial and shrugged at that.

" eh who cares screw the rules the owners my friend anyways. atrial smiled at yangs choice of words and turned to grim.

" i like this girl grim thanks for the hook up. grim groaned as he shut off his scroll and put it away.

" now that thats done lets get some lunch eh?, where do you all want to eat? all of team rwby looked at each other and grinned before looking at grim.

a half an hour later, and the team had finished their lunch at a simple wok.

" i cant believe how good their food was, with the name they have i thought it would be under par. ruby shook her head and sighed as she leaned on grim.

" well it certainly was good sun and neptune were right. the rest of the team agreed with this and grim smiled as they neared the school.

" alright girls i have a report to drop off with ozpin, and other then that the day is yours remember to keep up training with your weights. most of the girls looked surprised at grims words, as they hadn't felt the strain from them even half as bad as when they were first put on but nodded in agreement as they smiled.

grim then turned to leave, but was stopped as ruby grabbed his arm.

" hey uh, can that date be tonight grim? grim smiled at ruby and nodded as he took off his mask and kissed her on the cheek before putting it back on.

" of course rosey, what should we wear? ruby smiled and winked at grim as she pulled away.

" just normal clothes but you have to let me lead you to where we'ere going. grim seemed surprised at this but nodded as he agreeded with ruby.

" alright then i'll see you later tonight then rosey. grim then shadow traveled to ozpins office, and handed ozpin the documents he compiled on the training exercise.

" they did very well against me as a team though none of them would be able to take on a full powered therist alone should my father and i be killed, they our the last hope and line of defense against therist. ozpin sighed at grims words and looked into his eyes to judge his emotions.

" must you always think so bleak like ironwood. grim chuckled at ozpin and shook his head no.

" no, i have to prepare for anything therist might be planning, and even now i could be wrong so the best thing to do is-. grim and ozpin then spoke at the same time finishing each others sentences.

" to prepare the best defense we can, as the best offense is a good defense. both grim and ozpin nodded at each other and smiled before calming down again.

" you have done well grim, i thank you for your service. grim chuckled hollowly at ozpins words and looked out into the world.

" dont thank me yet, the war hasn't even begun. ozpin stayed silent at this, and grim took that as his cue to leave.

" have a good day headmaster. grim then disappeared into the shadows, leaving ozpin alone with his thoughts. later that night, after changing into his casual wear, grim was riding ranma with ruby to the destination of their date.

" ruby is it really necessary to ride ranma when i could just shadow travel. ruby giggled at grims words and nodded as she held onto him tighter.

" why of course it is, it wouldn't be a surprise if you just shadow traveled there, besides this place is special with me and i want to share it with you. grims eyes softened at this, and he smiled as ruby finally told ranam to land.

" alright then rosey are we here now? ruby shook her head no and giggled again.

" not yet, come on its just on this cliff. grim chuckled as ruby sped ahead of him and jogged after her. however when he reached the top of the cliff, he was surprised to find ruby sitting down in front of a grave. hearing grims footsteps, ruby turned around to greet him.

" hey grim come on, come sit by me i want to introduce you to my mom. grims heart ached at those words and he did as ruby said, watching as she spoke, and began to tear up.

" hey again mom, its been a while since i've been up here, but uh, i came to introduce you to my boyfriend grim, - you probabley already know who he is since you knew nocturne but, yang and grim are looking after me and- im(sniff) - im happy, but i miss you mom, i miss your cookies, and your hugs, and everything about you, i- i just wish i could have spent more time with you. at this point, ruby was crying and grim knew what he had to do as he hugged her.

" ruby, i under stand what your going through, when i lost andrew i thought my life was over, i had never had a family before that, but now i have beacon i have the other teams, and even my real dad ow, but most importantly i have you and thats all that matters too me now okay?, i am here for you ruby and i always will be i promise. ruby stopped crying while she listened to grims speech, and once he was done, she surprised him with a full on kiss. after they got done kissing and seperated for air, both grim and ruby cuddled together as they looked up at the stars.

" wow ruby the stars look amazing from this cliff. ruby smiled at grims words and nodded , staring at the stars before turning to look at him.

" yeah thats why this place is special apart from my mom. grim smiled softly at this as he hugged ruby closer to him.

" well thank you for bringing me here ruby- i -i love you. ruby blushed after hearing grims words but didn't move away as she instead turned to look at his face.

" i - i love you to grim. ruby and grim then stared at each other for a few seconds more before kissing again, finally accepting each others feelings fully. when they did stop kissing, both grim and ruby just decided to stay on the cliff and enjoy the night together much to a spying nocturnes amusement.

" those two are just so cute, hehe if only you were around summer. nocturne then waited until the couple were asleep, and brought ranma over to them to keep them warm before leaving a white rose by the grave.

" i hope you all have sweet dreams, goodnight, grim, goodnight ranma, goodnight ruby, and goodnight- summer. nocturne then left in a swirl of darkness unaware of a cloaked figure watching him.

" soon i shall reveal myself but not yet, - not yet. the figure then disappeared leaving the sleeping trio alone on the cliff.


	23. Grim changes

So just some notes. First I've been very busy with college god do I have to study so much more. Second Ive watched and caught up with RWBY, and man did some things hit me hard, I'm not going to spoil anything but bad things have happened for those of you not caught up, this of course made me conflicted on how to do the tournament in my own style, so I stuck with the mostly cannon route with my own little twists at Some important points. Hope you all enjoy and thank you yo my guests who always ask me to update that really kept me going. Also I apologize if my iPads auto correct has messed up spelling or punctuation or just outright deleted words. Enjoy!

The next day, As the first match of the second round started, Crowds were cheering in the stands, visitors from all over the world. In the field of volcanic earth and icy glaciers below, Ruby fires and swings her Scythe at her target as Blake trades blows with Reese chloris the blades of her gambol shroud colliding with the hover board of her opponent until she flips away, readies herself, and charges in again. Behind her, Weiss waves her sword,as the sound of her mystical power is heard, and finally Yang dodges the explosive force of Arslan Altan's fist before returning fire with her own Ember Celica.

High above the action, two familiar teachers are sitting at a sportscaster's desk, with a microphone between them and the holographic image of the four kingdoms' symbols united as one. Ozpin then spoke over the intercom, with ironwood, winter, Qrow and Glynda at his side.

,For those of you just now joining us, welcome to the Vytal Festival Tournament, broadcast live from the Amity Colosseum! Ozpin then waves his arm to gesture at the entire event from his place on the gigantic screen over the crowds.

The Coliseum is shown in its full glory, as shuttle craft transport people to and from the various floors while the entire structure hovers around the airspace of Beacon Academy. Explosions are seen throughout the battlefield, but the view shifts back to the announcers as they begin speaking again.

" If this is your first time watching, allow us to break down the rules.

Ironwood then holds up the appropriate number of fingers for each of his explanations as a hologram to his side illustrates the rules.

" The tournament is divided into three distinctive rounds; teams, doubles, and singles. Age and school year are irrelevant! In this tournament, your only attribute being tested... is skill.

Qrow nods as another hologram pops up to do the same thing.

"Correct! The winners of this battle will elect two of their members to represent them in the doubles round, followed by the winners of that round choosing one member to advance once again. The remaining combatants will then fight their way through the final bracket in the hope of achieving victory for their kingdom! the hologram disappears with the image of a victorious figure, sword raised and wearing a crown. Their televised broadcasts all around the kingdoms are then seen , from a row of holographs above the patrons in the Mistral Distillery to an Atlas home with a group of friends seeing it together, a bar in Vale where everyone turns to view the screen, and outside a mobile home in Vacuo being watched by a few Faunus on a projection.)

Ozpin then coughs and attention gets back to the fight.

" Now, let's get back to the match between Team RWBY of Beacon, and Team ABRN, of Haven.

The announcements cut back to the action, as Reese steers her board through the ice. She twirls herself until the board gets launched at Blake, but she's able to knock it away, only for Reese to direct it back at her opponent. Blake blocks it again, but the board rotates back to its wielder just in time to defend Reese as Blake delivers several slashes and kicks. Reese deflects each attack and spins her weapon around until she can flips way and ride it again, rushing towards a smirking Blake. She collides with the frozen shadow clone, and Blake uses his opportunity to slice the board in two, only for the halves to become dual katars that in turn fold up into bayonet-bladed revolvers. Reese manages to fire off a few green rounds before her tailbone collides painfully on the cold ground. Blake winces with sympathy.

Meanwhile, Yang lands mere feet away from Arslan, who backs away before being pounded by a flurry of punches and kicks until she delivers her own hits, ending with the two smashing fists and creating a shockwave of force from the impact. Yang and Arslan are both thrown back, but Yang reaches her and tries delivering more blows before Arslan uses her rope dart to tangle up her blonde adversary and land a kick of her own to send Yang skidding on the ground. While Yang tries to get her balance back on the slippery surface, Arslan rushes forward and knocks her back even further.

Nearby, Nadir Shiko tries aiming with his assault rifle at Yang before a sudden burst of frosty blue explodes behind him and leaves the whimpering gunner in a block of ice up to his thighs. Ruby then looks up from her sniper scope.

" I Got your back!

Bolin however appears behind her and speaks.

"But who's got yours? Ruby looks up behind her as Bolin twirls his staff, right when a black snowflake glyph appears to his left and Weiss kicks him through it into a rock.

Ruby smiles at this and responds with a grin.

" My BFF!

Weiss deadpans at this and runs off as she says one word.

"No. Ruby however, just pumps her fist, whispering to herself.

" Yes. Bolin crouches with his weapon as he sees a white glyph appear in front of him. A second later, Weiss dashes by and slashes at him, then leaps up and attempts an aerial attack, which he's able to block. She readies her sword while preparing a glyph behind her, and Ruby uses it to launch herself straight up and come down spinning on Bolin, who manages to block the curved blade. Ruby grimaces and blasts herself away to Weiss' side, and Bolin rushes at them, rolling away from the shards of ice that rain on him and jumping over Ruby's swing as he continues running. Bolin manages to reach an orange crystal deposit and slice off a shard, which he throws to Reese over in the icy half of the stadium. With Dust in hand, Reese fuses it with her board, turning the aqua lights to a crimson shade. She winks at Blake, then uses the board's heat to free Nadir from his icy snare.

She comes back to Blake and slams her board into her enemy's blade, but propels herself backwards and knocks Blake through a frozen pillar. Reese attempts to use her board to slam her foe into the ground, but when she dodges that, she spins around in a flaming arc that Blake narrowly misses thanks to her shadows. Changing tactics, Blake launches the pistol part of Gambol Shroud at a nearby glacier and launches herself behind it, as Reese follows her and sees Blake with her back turned to her under an arch. Reese grins before riding in to deliver a flaming spiral at the shadow clone, only to see the ribbon Blake is launching to trap her opponent a moment too late. She pulls tightly and causes Reese to slam body-first into the string, only to use a final kick to knock her out of the stage. Reese crashes into the wall of the stands before landing on the ground, defeated.

Ozpin then speaks, as Reese's Aura level drops in the team display until her image is crossed out and she angrily slams her fist on the ground.

" Ooh, a double whammy! Reese Chloris is eliminated by ringout and Aura level!

Qrow chuckles and grins.

"Oh, she really should've worn a helmet!

Back in the fight, Arslan uses her rope to swing around and avoid Yang right behind her, using shotgun blasts to propel herself forward. Nadir comes into the picture, aiming his rifle at Weiss as she summons another glyph and launches Bolin at him. The two teammates are helpless as Weiss creates a whirlwind from underneath them and slamming the two together until she forms a giant ice fist straight up from the ground to trap the two. It reforms itself into a ball that rolls around the field, and when Arslan sees her team in this state, she rolls her eyes, annoyed, before changing direction and sliding into the path of the ball. She readies her stance and drives her hand into the sphere, which cracks under her power and frees her allies. Weiss however turns and calls to yang.

" Yang! Yang then turns to look just as she creates a large frozen slide-like shape) NOW!

Knowing what to do, Yang blasts herself forward and skims over the wall of ice, catching Blake's pistol as her teammate uses Ruby as a launch pad to jump off of towards the remaining members of ABRN. The three only have a second to look horrified as Blake whips a screaming Yang around to land a devastating punch that sends the trio flying into their elimination. Yang grins as the buzzer sounds and Ruby cheers "YAAAAAY!" in the background.

" Yes!

Ozpin then speaks with pride in his voice.

" And that's the match! Team RWBY is victorious!

Weiss turns, looking around and sounding surprised.

" We... did it?

Ruby nods, (ooking at her sister for confirmation, she smiles and leaps into the air, screaming.

"WE DID IIIIII-is anyone else starving?

Blake nods, looking cool as ever, arms behind her head.

"I may have worked up an appetite. the growling of an angry beast from her stomach proves her statement , much to its owner embarrassment as Weiss is seen sarcastically shrugging her arms.

" Gee, if only there was somewhere on campus to get food around here, wait.

Ruby however cuts her off, taking Weiss' shoulder.

" It's okay, Weiss, I forget about the fairgrounds, too.

Weiss sighs, knocking Ruby's arm away.

" I was being facetious?

Ruby freaks out at this and steps back.

" Gah! Well if you were hungry, why didn't you say so!?

Yang: Come on! I know just the place.

Team RWBY starts to follow Yang, but Weiss suddenly stops as she hears a ringtone on her Scroll. Pulling it out, she sees the caller ID labeled "FATHER", and glares at the device, putting it back from where she got it, unanswered.

Emerald is then seen holding a red wallet filled with Lien.

" Hey! Might be hard to eat without this.

Ruby eyes widen as she frantically begins patting around her outfit, panicking.

" No, no, no, no!

Emerald: (laughs) Good to see you, Ruby.

Ruby: (takes the wallet back from her "friend" and puts it away) Oh! Thanks, Emerald! Oh. Guess I dropped it. Girl pockets are the worst! (slouches as she says this)

Yang: What's up, Em?

Emerald: Just left the stadium after your amazing fight! You guys were awesome!

Ruby: (blushing and mumbling) Oh, shut your stupid little face...

Blake: (over Ruby's incoherent gushing) I heard your team progressed to the next round too.

Weiss: You know, I feel that we haven't seen your other teammates.

Yang: How'd they do in the fight?

Emerald tilts her head up in thought, remembering how she blasted opponents with her revolvers, then slashed behind her as Mercury kicks out a shotgun blast with his boots. Cinder did the same with her own target, landing the poor soul at the feet of their teammate, a mysterious black-haired girl who leans over and stares down as the camera focuses on how her green eyes blink into a pair of pink and brown irises as she smirks while delivering a stomp on her victim's face into darkness.

Emerald smiles coming back to reality, nodding.

" Really well.

Ruby smiles and nods.

"Oh That's great. Uh. Why don't we all go and get a victory food together.

Emerald smiles and shakes her head in response.

" Oh, gosh, that's so nice of you, but my teammates are all kind of... Emerald pauses, looking back at Mercury as he sniffs the inside of a boot, looking perplexed after he does so.

" ...introverted. Really socially awkward.

Yang turns to look at Mercury before grimacing and nodding Ooh, yeah, I could see that.

Emerald chuckles and smiles in response.

" Oh yeah, looks like Merc and I are going to move on to the doubles round. What about you guys?

Ruby smiles looking pretty proud of herself.

"Well, as the leader of this team, I thought long and hard about this decision.

Weiss then coughs, popping in to remind her, straight-faced.

" We put it to a vote.

Ruby nods, as she nervously tries to backtrack.

" Yes, so, but I decided that we should put it to a vote.

Blake nods and smiles as she turns to her teammates.

" We voted for Weiss and Yang.

Weiss smiles curtsying.

" I will happily represent Team RWBY.

Yang nods at Weiss, pounding her fists together.

" Yeah, we're going to kick some butt!

Emerald laughs and smirks as she looks at them.

"Well, if Mercury and I see you down the line, don't think we'll go easy on ya.

Yang nods as she and Weiss return Emerald's confident smirk with their own.

" Wouldn't have it any other way.

Emerald nods as she turns and walks away from them as they do the same.

" Alright, well we're going to catch some more fights.

Ruby nods waving her arm.

" Have fun!

Emerald, is then seen cheerfully giving her own wave.

" See you later! She then immediately drops the act as she walks with Mercury and looks disgusted.

" So, how are the new friends?

Emerald growls at his words, while scowling.

"I hate them.

Mercury chuckles shrugging as he speaks.

"Orders are orders. Emerald growls, and mashes her fingers together angrily.

"I just... how can they be so happy all the time! Mercury chuckles at this an arches an eyebrow.

"Did you at least get what we want?

Emerald nods as she waves his question away.

" It's the heiress and the bimbo.

Mercury nods rubbing his head as he thinks.

" Hmm, alright. At least we know who we're working with. Later, At one of the unassuming huts set up in the fairgrounds stringed with paper lanterns with a sign overhead saying A Simple Wok, Team RWBY and grim sit at the stools outside, ready to order as yang goes first.

" I'll have a bowl of the regular, please. a large bowl of noodles slides in front of her as Ruby stares at Yang's meal.

" Oohhh... I'll take the same. a large bowl of noodles slides in front of her, as she clasps her hands in excitement. Weiss stares looking concerned.

" Do you have anything with a low-salt ...? a large bowl of regular noodles instantly slides in front of her instead. Um... okay...

Instead of saying anything, Blake merely gives a nod and smile to the Shopkeep, who returns the gesture as he rushes through one door of his shop and comes out the other to leave a large bowl of noodles topped with fish in front of her. Blake's eyes light up as she drools over her order. While Weiss looks strangely at her teammate, she gladly offers her Schnee Dust Company credit card to the Shopkeep. Which makes yang smile.

"Aw, Weiss! What's the occasion!?

Weiss smiles and looks at the team.

" Consider it thanks for sending me to the doubles round. her joy is ruined when the card is flung back at her, and the annoyed Shopkeep points to his register as it beeps "DECLINED")

" What?! How can my card be declined? I was barely into my monthly allowance!

Blake turns, looking around panicked, she attempts to slowly slide her bowl closer to herself before the Shopkeep disappears with her food, causing the poor girl to slump over in defeat.

" Nooo! Grim chuckled at this and held up his own wallet but before he could speak, Pyrrha cut him off.

"Maybe I could help? the girls of RWBY look up to see Team JNPR approach the stand.

Ruby smiles, and flings her arms wide in delight Pyrrha!

Yang smiles and shakes her head.

" Aw, you don't have to ...

Blake snaps up at this with a gleam in her eye.

" But she could!

Pyrrha smiles and shakes her head.

" Well, I think you all earned it after that battle. Grim coughs at this as he holds up his own wallet.

" please allow me I don't need money

Jaune smiles at this and tilts his head.

" Mind if we join you?

Later on, the bowls are empty, and each student is either content with their meal or holding their stomachs sickly.

Ren then to Pyrrha and tilts his head.

" Are you sure it's wise to have eaten before a fight?

Pyrrha nods as the Shopkeep quickly gathers the bowls and vanishes.

"Of course! It will give us energy!

Nora simply gives a hearty belch, while jaune is splaying himself over the counter, sickly saying.

" If I barf, I'm blaming you.

Nora grins evilly and laughs.

" Ooh! Aim at the enemy!

Ren rolls his eyes and frowns.

" Nora, that's disgusting. But if you feel the urge ...

Jaune smiles, giving a weak thumbs-up in response.

" Got it.

Pyrrha smiles, while standing up from her stool.

" Well, we should be off.

Ruby nods and smiles.

" So, you think you guys are ready?

Nora nods, and gestures to each of her teammates.

" Of course! We've got a world-renowned fighter on our team, one's basically ninja, I can bench five of me, Jaune, we trained all year, our weapons are awesome, Glynda barely yells at us anymore, and uh... Jaune!

Ren turns to Jaune and stares.

" Are you gonna take that?

Jaune chuckled and shook his head.

" she's not wrong.

Nora chuckled at this and shook her head.

" I'm kidding, he knows I'm kidding. She then begins talking quickly, the color slowly draining away as she gets more worried.

" Don't be so nervous! The worst that can happen is we lose, that is just a few more years of walking around school with everyone knowing we're failures, our friends will slowly abandon us to preserve their social status, we won't be able to show our faces in class, no one will sit with us in the cafeteria, Ren and I have no parents, we have no home left to go to, we'll be officially renamed Team Lose-iper! her mad laughter turns into sobs as she slams her head on the counter

Ren nods unperturbed as he speaks.

" So, yeah, we're feeling pretty good.

Pyrrha smiles at this and shakes her head.

"Don't fret. If anything, we should be looking forward to a fight with actual guidelines, and not, well, ...murderers.

Yang nods and smiles in agreement.

" Yeah, don't sweat it, we've all faced way worse before. Grim nods in response, while Blake counts off the threats on her fingers.

" Let's see. Grimm invasions, violent extremists, a destructive sociopath...

Ruby smiled and nodded in agreement as she hugged grim.

" And that's all while were still in training! Oh, imagine what it would be like to graduate!

Weiss sighs sarcastically, while mumbling to herself.

" Maybe then I'll be able to pay for a meal.

Ozpins voice then comes, crackling in over the intercom system.

"Would Team JNPR please report to the battlegrounds immediately!

Qrow then speaks, adding in to Ozpins order.

"Yes! Like they were scheduled to, several minutes ago!

Pyrrha smiles and nods to her teammates.

" Well, it looks like this is it.

Ruby turns to Team JNPR as they walk away, Nora still depressed and Jaune looking queasy.

" Go get 'em! Team RWBY and grim then enter the Coliseum through one of its tunnels and head to their seats as Emerald and Mercury are seen walking behind them to do the same. Down in the field below, the scorched ground and cold plains are no more, and only a layer of white mechanics is left, with a central stage on which the two teams found his seat with Emerald, Mercury is munching on a large tub of popcorn, and thinking about the battle.

"I wonder who's gonna win. Emerald smirked at this and chuckled.

"Tch. As if we didn't already know.

Cinder grins walking up behind them, showing off her new outfit of jeans, an orange jacket, and sarashi bandages over her chest as she takes an unpopped kernel from Mercury's bucket.

" Oh, come now. Even if you know how the story ends, that doesn't make it any less fun to watch. her eyes glow with her fingertips and the kernel finally pops, which she enjoys while sitting down as Mercury and Emerald share a devious smirk

Ozpin is then heard, announcing over the cheering crowds.

"Team JNPR of Beacon versus Team BRNZ of Shade!

As each team readies their poses, a circle of holographic roulettes start spinning frantically through various symbols and colors before finally landing on a green pine tree and gray thunderstruck mountain. With these random selections, half of the field opens to reveal a tree-filled forest, while the other raises a small rocky outcropping to fill in the circle. Jaune narrows his eyes in concentration; Ruby "WHO-HOOOO"s loudly from her seat as the second match began.

Jaune then started it off by raising his sword.

" Come on guys! All four members of JNPR charge forward, but only three fighters from BRNZ do the same; the beanie-wearing May Zedong turns around and heads into the trees, cocking her weapon. In the center of the field, leader Brawnz Ni delivers a knee kick to Pyrrhas shield that sends her skidding back, right before she blocks the claws on his fists with her xiphos. She jerks her sword away and makes him leap back, just as the sniper jumps up into the branches of the forest with the bladed butt of her sniper rifle. Ren readies his StormFlower to attack Nolan Porfirio, who almost gets blindsided by Noras swing with Magnhild before he ducks under the attack and attempts to hit her with his cattle prod. The sniper girl finally takes aim from her spot and manages to fire off two rounds near Ren, destroying the rocks behind him. Jaune manages to block the buzzsaw gloves of Roy Stallion with his own shield before he notices the bullets flying and sees the glint of the gun in the leaves .jaune looks wide-eyed and is stumbling over his order as he speaks.

" R-R-Retreat! Ren glances back at his leader as a shot hits the ground by his feet. He and Nora start running back into the mountains as Jaune and Pyrrha cover their escape by blocking the bullets with their shields. The four leap over a rocky outcropping for cover. Pyrrha then turns to Jaune as projectiles keep coming overhead.

"What do we do? Jaune grimaces,looking over the edge to see the melee fighters closing in

" Spread out! Try to keep moving! his team nods and follows this order just as Brawnz lands a punch on Jaune's sheild. meanwhile May gets even higher in the tree and smiles from behind her scope as she looks at the fight below. back to the fight, Brawnz and Pyrrha continue to duke it out while Nolan slowly advances on Ren when he slides into his path. The prod-wielding warrior looks back at the trees and nods to his hidden ally, who shoots at Ren's feet again and makes him jump around trying to dodge them. Just as he lands, Nolan hits him upside the head with his weapon, and is able to miss the retaliatory kick with another blow to the knee and a final hit to the chest using the business end of his prod. Electricity shoots through Ren's body before he collapses to the ground beside his childhood friend.

"Ren! Scowling, Nora takes a swing at Nolan, who promptly dodges it and again unleashes his weapon's power into her corset, though this causes a quite different reaction from the grinning redhead. ozpin grins speaking from his spot on the giant hologram screen overhead with the others beside him. Looks like one of the students, Nora Valkyrie, is charging up to use her Semblance! Nolan freezes, looking up at the screen with a panicked look.

" What?winter nods and looks closely as she watchs the fight.

"Yes it seems, that Ms. Valkyrie's Semblance lets her produce, as well as channel, electrical energy straight to her muscles! This allows her to jump explosively into the air, while she wields her hammer, or in this case, absorb Nolan's attacks and send the man flying! Nolan frowns turning back to his opponent in shock.

"What?! Nolan finally takes his cattle prod away, but the damage is done: Nora flexes her arms as pink lightning is seen coursing through her body. Nolan attempts to lift his hands up in surrender, but thunder starts sparking from Nora's Aura as she rushes at him, the hammer hits head-on and Nolan bounces back across the field, crashing through a rock and staying there when he's stopped moving. Jaune looks back at the mountaintop on his team's side as a dark storm cloud appears over it, cackling with lightning. He looks over at his energized teammate.

"Nora! Get to the mountain. Nora nods saluting, as she hears him.

" You got it! she then sprints off to start her climb while juane turns to ren.

"Ren! Try and distract the sniper! Ren frowns as another shot nearly misses his head, he slouches, sarcastically while replying.

"Sure... Why not. The remaining three members of JNPR run forward as Nora hops up and rapidly ascends the mountain. Roy throws the saws from his gloves into Jaune's shield, which still manages to bend the metal and slam the leader's own defense in his face before the weapons return back to their master. Pyrrha gets up close to him, and he delivers a series of spinning swings with his arms into Akoúo̱ as Jaune shakes off his disorientation and charges into battle yet again. meanwhile in the stands team RWBY was cheering for their friends as Ruby shouted from her seat with the rest of Team RWBY to cheer on jaunes team.

" Yeah! Go get em', Jaune! Weiss smiles at rubys cheering and tilts her head.

"Well, he's certainly improved. Grim nodded in approval and smiled as he watched jaune.

" he certainly is determined to be good at this, he's pretty good as he is now. Yang nodded and smirked as she watched the fight.

"Yeah, but he ain't got nothing on Pyrrha! Back in the fight, Yang's statement is proven true with Pyrrha taking on both Brawnz and Roy, delivering a kick to one as she deftly dodges and blocks the discs of the other, throwing her javelin to distract the latter while she somersaults back to use both feet in landing a blow on Brawnz. May attempts to shoot Ren while he dashes his way toward her position, leaping out of the way of her shots, the flying saws, and even sliding under Pyrrha before he runs at Nolan, weapons blasting until he's close enough to start swinging his blades away. He ducks and deflects each of the cattle prod's attempted hits until he manages to hold it in the pistol's blades and double kicks his opponent, giving him the opportunity to catch Nolan's weapon in his own as the prod is forced behind Nolan's head and leaves him trapped. Ren hides behind the teammate of the sniper, who stops aiming at him and lifts her barrel up to another eyes narrow as he keeps the struggling Nolan still as he sees where the sniper is aiming.

"Nora! Jaune turns, as he catches Brawnz's claws with his blade while Nora lifts herself higher and higher to the top.

"Pyrrha! Up! Hearing him, His partner rushes towards him, dodge rolling to avoid a launched saw until she bounds over Brawnz and lands on Jaune's shield. He manages to throw her into the air with her own shield raised to block the kill-shot aimed at Nora. This gives the redhead just enough time reach the peak, and she lifts her hammer up as a bolt of lightning hits the weapon directly. She changes it back into grenade-launching form and pops the front off to reveal six explosives that shoot out over the field in a heart-shaped formation onto the sniper. The poor girl barely has time to gawk before she leaps over to a nearby tree just as the one she was in goes up in pink flames, leaving only a giant scorch mark billowing smoke to block out the coughing sniper's view. She jumps down from the branches just as her three teammates look up and behind them at Nora coming down on them like a meteor, slamming her hammer into the ground and sending the enemies back at the feet of their disoriented teammate. Jaune seeing this grinned and raised his sword before calling out.

" This is it, guys! Let's finish 'em with team attacks! Ren! Nora! Flower Power! Nora turns and stares at jaune in confusion.

"Wait, what? Jaune sighs lowing his blade as he looks back at his befuddled team.

" F-Flower Power. his lost friends shrug making him frown.

"That's your team attack name! Ren sweat drops at this and arches an eyebrow.

"Since when? Jaune groans and face palms as he speaks.

"Guys, we've been over this! Jaune then begins gesturing at his teammates, not noticing the other team getting up, ready to fight again.

" Flower Power is Ren and Nora! Ren brings a flower, Nora brings the power! Ren tilts his head, while rubbing the back of it with one of his guns.

" How do I bring a flower?Nora giggles at this and shakes her head.

" No, silly, not a flower!Flour, like in baking!Ren seems even more confused as he turns to her.

" Why would I bring that?Jaune groans at this and stammers.

" I- Uh- No, it's your symbol! Pyrrha however speaks up next as she turns to him.

" Sooo, what are we?Jaune sweat drops at this and turns to her in surprise.

" Pyrrha!Pyrrha smiles and rubs her head.

" Sorry! I just want to make sure it's clearly sighs, trying to be patient while Team BRNZ looks more confused than their opponents.

" Pyrrha, you and I are Arkos. It's that thing, where we take our shields? Remember?Pyrrha tilts her head at this as she responds.

" "Arkos"? Jaune nods and smiles.

" Yeah! It's our names put together! Pyrrha nods in agreement before going into thought.

"Right, no, I get it... Jaune frowns at this and tilts his head.

"What, you don't like it? Pyrrha shakes her hands to reject what Jaune said as she smiles.

" No, no! It's... good? Nora giggles at this and shakes her head.

"Mmm, I sense hesitation. Grim face palmed from the stands and groaned in response to the conversation before throwing a bag of popcorn at the two teams.

" Hey idiots get your heads in the game, you amateurs are really talking when you had the other team on the ropes. Brawnz snapped up at grims words, finally calling out to his teams opponents.

" Hey! What do you think you're doing!? Jaune turns and glares as if it's extremely obvious.

"Trying to have a team meeting, thank you very little! Nora nods and points at her ears.

"Yeah! Team ears only! Brawnz turns looks at his shrugging teammates before he goes back to yelling.

"WE'RE IN THE MIDDLE OF A FIGHT! Jaune growls, turning back and screaming even louder.

"AND WE'RE IN THE MIDDLE OF A CONVERSATION! WHAT DON'T YOU GET ABOUT THAT!? Pyrrha however coughs and speaks up to get jaunes attention.

" Um, Jaune?Jaune turns looking annoyed.

" Yes, Pyrrha? Pyrrha smile politely as she speaks.

" I think that he means that we're all in the middle of a fight. The sound of the crowds around them come back in full volume as Jaune remembers the real situation. Jaune then sighs, putting his sword up to his forehead in exasperation.

" Nora, just... hit them with the hammer. Nora nods and gives one more evil smirk as she speaks.

" Got it. Brawnz sweat drops at this and opens his mouth with shock.

"Wait, what?! Before anyone can react, Nora jumps over in front of Team BRNZ, then brings her hammer around to collide with all four screaming fighters as they soar straight into the forcefield surrounding the arena's rim, sliding down to the ground with arms and legs in bent positions they really shouldn't be. Grim shouted out in joy at the win after the match was finally over.

" oh my god thank you it's about time now if you excuse me Cardin owes me a lot of money! Grim then shadow traveled over to cardins seat as ozpin spoke over the intercom

"And with that, it appears Team JNPR wins by knockout, literally! ...Can someone go make sure they're okay? Ironwood smiled as he as he wipes the surface of a glass in his hands as he finished his drink Huh, those kids weren't half bad! Qrow snorts at this and let's out a "Meh" as he raises the beverage back to his lips.

" they were amateurs like Grim said they could have ended that fight much earlier. Ironwood and winter rolled their eyes at Qrows words, as an image of Team BRNZ at the moment they all felt the force of Nora's hammer played before ozpin spoke.

"Ah, well,Vacuo fans are sure to be hurting after that one, but this next one will have them on the edge of their seats! Qrow takes a drink at this, and then pushes a button displaying a picture of the four new challengers to his right.

"Team NDGO of Shade is certainly a crowd favorite, but these lovely ladies are going against some of the toughest, testosterone-filled teammates we've seen so far! I'm of course talking about... Team SSSN! Sun Wukong and his team are certainly a force to be reckoned with, and although he'll be representing the Mistral Academy of Haven, I'm sure his friends and family back in Vacuo will be cheering him along even if I'm not! Team SSSN then walks into the center of the field, waving to the cheering crowds as they do so. Weiss back in the stands is cupping her hands to sweetly call out to her boyfriend.

"Good luck,Neptune! Neptune seems to ignore her, as his waving continues until he spots his four beautiful opponents, which causes him to develop a confident attitude as he addresses them.

"Ladies. Weiss stares In shock at this simple word turns, shaking with rage until she angrily gets up and points into the arena.

"Break his stupid face, NDGO! Hearing Weiss' shout, grim turned around with a hand full of lien, and growled as he saw Neptune.

" coming right up. Grim then used his shadow powers to punch Neptune in the face, Neptune winces as he jerks back and rubs his face, before grinning again, as the crowds get ready and the teams stand on opposite sides from one another.

"Alright, girls, try and remember: hands above the waist. Scarlet glares at Neptune for this and punches him in the crotch as a result.

" your such a perverted idiot. Sun winces as he grabbed Neptune's arm and pulled him away from their female teammate as he apologizes.

" yeah Ignore him, for he... Yeah, he's dumb. Neptune simply whimpers, before wincing as he gives a sparkling wink to the disgusted females as the holographic roulette shows up again, landing on a yellow image of sunny dunes and stone formations until the real thing emerges from below. A small circular light even appears overhead, causing most of the crowd to don sunglasses. Nebula smiles laughing as she looks back at their selection.

"Alright! Home field advantage!Sun however smirks as he interrupts.

"Don't get too cocky! That's my turf, too! Scarlet sighs looking down at her attire as the roulette begins again on the other side. I hope I don't get sand in my shoes. Neptune sighs, leaning over and whispering in complaint.

" Be cool, ok none of that fashion stuff here. Dew is the next to grin, when the spinning images stop on a blue symbol of tidal waves.

"Hey! The ocean! Neptune then turns and sees the random pick for himself, eyes dilated at his goggles reflect the terrifying image, a slight whimper escaping him. Ruby turns to her teammates confused.

"Uhh, what's wrong with Neptune? Blake gasps,her face is in her hand, unable to look as the sandy beach and pirate ship wreck rises into the arena while Neptune stiffens up with fear, until she confides to a surprised Yang.

"Neptune's ... afraid of the water. After this was said the countdown commences

"3, 2, 1, BEGIN! As soon as the word is said, Neptune zooms through the enemy team and skids up the mountain behind them. Sage sighs and covers his mouth, calling out to the fleeing teammate.

"Neptune, what are you doing!? Neptune chuckles now standing on a ledge near the top of the formation, yelling down to his friends.

" Uh, you know, just gaining some higher ground! Sun stares exasperatedly at his teammate.

"On the enemy's side!? Neptune smiles and runs his head.

"They would never expect it! Dew chuckles turning to her allies.

"He's not wrong. Nebula grins, calling out her first order.

"Open fire! Team NDGO goes forward into their turf as Team SSSN follows them, Sage with hissword raised and Scarlet having ditched his coat. He comes up on Octavia Emberemerging out from a nearby arch and tries to slice her with his cutlass. She ducks under the swing and continues sliding away, past the middle of Dew and Sage getting ready to rumble. Sage hefts his giant blade overhead, only to get knocked back by Dew'sspear. He glances up in time to see the blonde wave her weapon over the sand to create three small twisters that kick up dust in Sage's face. He looks around as they surround him, but doesn't realize the danger until they coalesce into one big tornado that picks him up off the ground. With his weapon torn out of his grip and screaming in panic, he's totally helpless as the winds throw him and his blade out of the arena. Qrow then grins, as Sage slams the ground with fists upon seeing his image now crossed out on the holographic board.

"And NDGO gains the advantage! Octavia slides in front of Sun and Scarlet, who ready themselves to fight her just as she spins her swordaround and produces a wave of flame that kicks up dust in their faces. Sun manages to jump out of the cloud just in time to call for his replacement in fighting the redhead.

"Neptune!Seeing his leader run from the duel, Neptune leaps down from his position and cocks his gun. Octavia attempts to use another fire attack to blind Neptune, but he simply puts on his goggles and fires a bolt as his opponent, who blocks it with her blade right before seeing Sun leap out of nowhere to deliver a neck-snapping kick to her face. Now furious, Octavia brings her blade onto Sun's Ruyi Bang and Jingu Bang in its staff form as he spins it all around his body while hitting several parts of hers. He ends it with a jab that knocks Octavia on her back in the sand. Ozpin then takes his turn announcing the knockout.

"Oh! And we're down to 3-on-3!Sun looks at Neptune fighting with Gwen as she circles him with her flying knives and Scarlet attempting to go weapon-to-weapon with Dew. She merely calls upon another sandy cyclone to lift Scarlet up, and she revolves around the spiral until it launches her over the shipwreck. It seems like she's about to be eliminated at well, but she extends her arms and manages to dive onto a part of the mast, almost losing her balance once the pole's under her feet. She eventually finds her balance right when Nebula closes in and launches an arrow with her crossbow at the mast, using it to jump right up to where Scarlet is. Scarlet folds up the sides of her weapon into a blade to cross swords with her opponent, the both of them ducking and missing or getting hit by the hilts until Nebula slams her metal over Scarlet's and forces her to lean back on the post. Luckily, she manages to get her sword back out from the trap and feign a swing at Nebula's feet before knocking into her with his elbow, causing the NDGO leader to fall into the sand below. From her position, Scarlet sees Gwen continue to throw her knives, and she smirks before whipping out her pistol and shooting the hilt guard as a grappling hook to get her by the ankle.

"Gotcha! She then uses the cord to lift Gwen into the air while she slowly comes down to the ground, only to land directly beneath her as she attempts to protect her modesty while knives start raining down from her dress. Scarlet quickly adopts a pose that somehow allows her to miss every single blade that comes crashing down into the sand at her feet, which she gives a sigh of relief to. Her luck doesn't hold when Dew leaps near Sun, causing the monkey Faunus to find his new improvised weapons in the form of two coconuts he knocks out the palm tree beside him, which he throws at his opponent only to get them knocked right back at him, now spontaneously catching fire as they travels. Sun narrowly misses them both, but Scarlet gets one straight to the face, and the other lands in a place that makes her squeal in unimaginable pain while dropping her Aura levels into elimination. Sun sighs, and looks from Scarlet to Dew as she summons a few water blue tornadoes that he tries to dodge around.

"Uh, Neptune? Could use some help, buddy! Neptune frowns as he panics,calling back to his leader with his excuses).

"Uh, you know, uh, it would probably be better if you came over here! Yeah, I can guard this... sector! We're in lockdown mode! Sun looks around infuriated as Nebula manages to shoot the cord holding Gwen up in the background.

"What are you talking about? There's nothing to lock down! Neptune smiles and nods.

" Lockdown! Right! You got it!Sun growls, jumping out from Dew's attempt to pierce him with her spear as he calls out to Neptune.

" Dude, I know you're afraid of water, but you gotta- he stops yelling when a blue shot knocks an attacking Dew out of midair and into the water.

" There! I helped! Are you happy now!? Also, I am not afraid of water, and I have no idea what you are talking about! Dew manages to get back up as Nebula and Gwen join their comrade, lifting their weapons and ready to fight once more. Sun rolls his eyes at this and yells in anger.

"NEPTUNE! Neptune sighs at this and frowns.

"Okay, fine! Just get out of the water! Neptune jumps over to a spot near the coastal line next to Sun, and he unfolds his weapon into its trident form before tip-toeing forwards and, eyes closed, plunges the sparking prongs into the water. The energy surges through the deep until the remaining members of NDGO are electrocuted and kneel in the water, smoking and defeated with the sound of the buzzer. winter then speaks while Sun and Neptune chest bump each other in celebration.

"And with that, Team SSSN moves on to the doubles round! You know what I call that victory?

Qrow grins and arches an eye brow as he sips his flask.

" Shocking? winter scowled at Qrow and rolled her eyes.

" No, well earned. What you said is stupid.

Qrow turns away, frowning, while

ironwood smiled at the screen with pride on his face at what happened.

" Now that was a match, granted the execution could have been better

Qrow takes a drink at this, as his words start to have a light slur.

"Heh, that was a mess! Ruby leans back in her seat and sighs

"Aw, that was so close! Yang smiles and rolls her eyes.

"Looks like the dorks made it to the next round! Blake looks down in the arena where Sun and Neptune are dancing like fools before the fellow Faunus gives her a special double-gun gesture, eliciting a blush from his target.

" yeah Emphasis on "dork". Ozpin coughs over the sound system to gain attention before speaking. That concludes the matches for today. Please leave the Coliseum now as the judges take a break and discuss what we have seen. Yang winces, after She stops flinching from the unexpected volume change.

" Come on, let's go congratulate 'em. The four girls get up from their seats and start to head out just as the five judges passes through the Colosseum, causing Weiss to stop in her tracks and Ruby to bounce into her. .

"Uh, what are you doing?Weiss turns, looking up at the Screen with a strange expression and strain in her voice.

"She's on break I must see her! The Schnee heiress' face displays a mix of joy and anxiety as they leave while grim stuck behind, and watched cinder as she stood up.

" what are you planning cinder and how can we stop you? As grim spoke to himself, cinder noticed him staring at her and winked at him before leaving the coliseum.

Later at dusk, Weiss and Ruby are running up the main avenue towards the cafeteria.

"Weiss! What is the big deal!? Who is it? Who is she!? Weiss pants as she stops and smiles at the sight of her sister.

"Winter- my sister. Then in front of Ruby and Weiss, passes Winter Schnee, escorted by crimson-colored Atlas Soldiers and Atlesian Knight-200's as she heads towards the cafeteria. Ruby stares in surprise at this and gasps.

"Wait... She's Your sister? Weiss cups mouth her mouth and calls to her sister before the two run up to her.

"Winter, Winter! I'm so happy to see you! Oh... Weiss then pauses, and suddenly curtsies before speaking again.

"Your presence honors us. Winter looks around as she looks between them and the scenery.

" Beacon... It's been a long time. The air feels... different. Ruby chuckles and Tilts her head as she speaks.

"I mean it is fall, so, eh, it's probably colder. Weiss punches Ruby in the shoulder, causing her to gasp in pain before turning back to her sibling.

"So, what are you doing here? Winters face remains a stone as she speaks, only saying one word.

" Classified. Weiss nods and then hesitates before speaking.

"Oh, right. Well, how long are you staying? Winter responds with the same face and word.

"Classified. Weiss nods and smiles in understanding.

"Of course. Ruby looks pensively around in the silence.

"Well... this is nice... I think. Weiss smiles excitedly and nods as she speaks.

"You're going to love it here! I know you travel a lot, but so much of Beacon is different from atlas! (discretely whispers)Vale, too. The government and school are completely separate! Can you believe it!? I- Winter however cuts her off as she speaks.

"I'm more than familiar with how this kingdom handles its...bureaucracy. That is not why I came. Weiss nods and smiles.

" uh Right! I'm sorry! Winter then narrows her eyes as she looks at Weiss.

" Nor did I come here to watch my own blood fail so miserably in battle. But it appears that I have no choice in the matter. Weiss turns puzzled and argues.

"But, we won! Winter grimaces as she turns her head.

" Only a novice would refer to that as a victory. I counted at least three strikes missed. Leave us. The AK-200s obey, walking two steps backwards into formation as she sighs and smiles a little more warmly at Weiss.

"How have you been? Weiss smiles and nods.

"Oh, splendid! Thank you for asking. I'm actually in the very top ranking of our sparring class! And the rest of my studies are going wonderfully, too! I'm- Winter however slaps Weiss up side the head stopping her from speaking.

"Silence, you boob! I don't recall asking about your ranking, I'm asking how you've been. Are you eating properly? Have you taken up any hobbies? Are you making new friends? Weiss nods and shyly smiles.

"Well, there's giggles as she pushes the lump back into Weiss' head.

"Heh, boob. Winter nods and keeps a solid face.

" I see. So this is the leader you wrote of. How appropriately... tilts her head and smiles.

" oh Uh... Thank you! Winter then smiles and greets ruby properly.

"Greetings, Ruby Rose. I wish to thank you for taking an interest in my sister. Ruby nods and smiles.

"Oh! Uh, yes, of course! attempts to salute and curtsy The honor is in my... court! Ruby then scrambles, nearly losing her balance with this gesture, waving her arms until she can get back up. Winter holds in a chuckle at this before speaking.

"I have business other then being a judge with the General and your Headmaster. But, seeing as I'm early, why don't you take me to your quarters? Weiss smiles at this and seems excited.

"Really? Winter nods as she and Weiss begin walking towards the Academy, followed by the androids.

"Yes. I wish to inspect them and make sure that they are up to my personal standards. Weiss nods and smiles.

"Of course. Just so you're aware, the bunk beds only look unstable. Winter arches an eyebrow at this and smiles.

"Bunk beds? Ruby turns, waving goodbye behind them.

" I'll catch up- I mean, I will... reconvene with you both... at a later... she pauses with her hand on her head, wracking her brain for the right word juncture! she raises her finger, before stepping out of sight to the left.

"At a juncture. Yeah. Some time later, Weiss, Winter and the androids walking towards the courtyard,where a certain someone dizzily sneaks up behind the AK-200s and promptly decapitates one, before kicking its head towards the group.

"Hey! Yeah, I'm talking to you, Ice Queen! Qrow then tosses the decapitated machine aside. Winter frowns as one of her automated soldiers advances, rifle raised.

"Halt! Weiss angrily walks up to Qrows face.

" Excuse me! Do you have any idea who you are talking to!? Qrow sighs, and places hand on Weiss' face.

"Sssshhh. Not you. Qrow then pushes her out of his way as he moves forward. Qrow then looks at the irritated Winter as he clarifies.

"You and I have something to talk about. Winter smirks and gestures to herself as she speaks.

"I'm standing right before you. Qrow squints through his hazy state of mind and glares.

"So it would seem. Winter scowls and turns to the destroyed bot.

"You realize you just destroyed Atlas Military property. Qrow nods and sarcastically apologizes.

"Oh, oh I'm sorry. See, I mistook this for some sort of... sentient garbage. Winter sighs and rubs her forehead.

"I don't have time for your immature games, Qrow. Weiss turns to her sister surprised that she knows the man.

"Wait, you two know each other? Qrow frowns and shakes his head.

"Geez, you Atlas Specialists think you're so special, don't you? Winter smirks and nods.

"It's in the title.

Qrow chuckles at this and smirks.

"Well, you know what you really are? A bunch of sellouts. Just like your boss. Winter glares at this and points at Qrow.

"I'm not sure what you think you're implying, but I've heard enough. Qrow grinned and kept speaking hoping to piss winter off.

"Oh I heard, too. I heard ol' Ironwood finally turned his back on Ozpin. Weiss seemed surprised at this and spoke up.

"Ozpin? Winter however shoves Weiss aside.

" Weiss, it's time for you to go. Weiss went to interject but was cut off as Qrow spoke up.

"Listen to big sister, Weiss. She'll protect you. Just like Atlas is going to protect all of us, huh? Winter growls at this as she draws her sword.

"If you won't hold your tongue, then I will gladly remove it for you! Qrow grins as he slicks back his hair.

" Alright then... Come take it. The square clears before Winter charges at Qrow, starting a fight. During the fight, the camera cuts to the two spinning and trading blows as Ruby enters the crowd next to her teammate.

"What's going on!? Weiss turns surprised and explains her point of view.

"Some crazy guy just started attacking my sister! Ruby gasps and turns to watch.

"Oh no! Who would do such a th- That is my uncle! Weiss turns surprised and face palms.

"What?! Ruby however is cheering on the fight as she yells loudly.

"Kick her butt, Uncle Qrow! Weiss hesitates but then, decides to shout her own encouragement.

"Teach him respect, Winter! Mercury is seen walking in the crowd when he witnesses the two fighting.

" Huh? Mercury then runs off from the impromptu duel, as the two continue their battle The fight comes to a close, with Winter propeling herself forward, screaming in rage and preparing a thrust towards Qrow, just before a commanding voice is loudly heard in the courtyard, stopping her blade's point mere inches away from Qrow's neck.

"SCHNEE! Winter looks behind her to see General Ironwood standing behind her, with Penny behind him. Winter lowers her blades as she addresses Ironwood at about face.

"General Ironwood, sir! Ironwood approaches Winter with Penny by his side.

"What in the world do you think you're doing? Winter stared and answered.

"He started the altercation, sir! Qrow puts his hands behind his head in a relaxed stance.

"That's actually not true. She Attacked first. Ironwood turns to winter and stares.

"Is that right? Winter searches for words, only to realize Qrow is right,She looks down in shame, as ironwood turns to qrow.

"And you. Qrow points to himself in mock confusion as ironwood glares at him.

"What are you doing ? Qrow smirks and raises an eyebrow.

" I could be asking you the same thing. Ironwood went to respond but was cut off as Ozpin interrupted.

"Now, now, everyone. There is a sanctioned fight going to be happening just around the corner at the Colosseum, that we should be judging, I could assure you that there's is better seats... and popcorn. Glynda nods in agreement and speaks as well.

"Break it up, everyone! We will take care of this mess. Ironwood nods and turns to penny and winter.

"Let's go. As Ironwood and Winter leave, Penny notices Ruby and quietly waves to her, while Ruby waves back. Ruby then leaps giddily onto Qrow's arm, shaking her legs in delight.

" Uncle Qrow! Hi. It's so good to see you! Did you miss me? Did you miss me!? Qrow and ruby share a grin as he pats his niece's head.

" nope! Before anything more could be said, Ozpin speaks up.

"Qrow! the Huntsman turns to look at the headmaster as Ruby gets dropped.

"A word, please. Glynda then then repairs the courtyard using her telekinesis as Qrow turns to Ruby, discreetly.

"I think I'm in trouble. Ruby nods and smiles.

" well yeah, You did kinda tear up our courtyard. Qrow winks and gives her a fist bump. Yeah I guess I did.

"Catch ya later, kid. he then walks off to join the others As Weiss walks up beside Ruby, arms crossed.

"And suddenly, your recklessness makes sense. Ruby grins and nudges Weiss' shoulder.

"You're just mad because he whooped butt. Weiss scoffed and crossed her arms.

"That was a draw, at best! Ruby's grin says otherwise. Later at Ozpin's office late at night. Ironwood is waiting with his arms crossed while Winter is impatiently pacing about. Suddenly, a smirking Qrow, accompanied by Goodwitch and Ozpin, and nocturne , arrive in the elevator.

"What were you thinking!? Ironwood agreed with winter and said some words of his own.

" If you were one of my men, I would have you shot! Nocturne growled at this and ironwood took a step back after this with a frown, while Qrow pulls out flask at the four enter the room.

" If I was one of your men, I'd shoot glares at both Qrow and winter.

"While I wouldn'tcondone his behavior, retaliating like you did certainly didn't help the situation. Winter frowns at this and glares at Qrow.

"He was drunk! Goodwitch glares at this and nods in agreement as she rolled her eyes.

" He's always drunk! the four then turn to Qrow to see him drinking from a flask. His eyes widen when he notices them staring, and he holds the flask out to the side, looking at it awkwardly before grimacing. Ozpin however sighs and sits down before speaking as he walks into the room.

" Qrow, why are you here?Ironwood nods and glares.

" You've been out of contact for weeks! You can't just go dark like that in the field, not to mention you some how made yourself a judge! Qrow growled at this and glared at ironwood.

"I'm not one of your special operatives, Jimmy and in my defense I like to watch people fight.! Nocturne chuckled at that while winter glared at the two.

" General. Qrow rolls his eyes at this and keeps his glare on ironwood.

"Whatever. You sent me to get intel on our enemy, and I'm telling you, our enemy is here. Ironwood leans against Ozpin's desk and nods.

"We know. Qrow grins at this and throws his hands up in the air.

"Oh! Oh, you know! Well, thank goodness I'm out there risking my life to keep you all informed! Ironwood frowns and goes to speak, but Qrow cuts him off.

"Communication's a two-way street, pal. You see this? Qrow then pulls out his Scroll and points to it.

"That's the SEND button. Winter glares at this and turns her head.

"They had reason to assume you'd been compromised

Qrow raises an eyebrow at this and smirks.

"And I have reason to assume you don't need to be , who invited her. Ironwood grimaces after a moment of silence, without looking at her.

"Schnee, we'll discuss this incident after the tournament. Winter turns to ironwood and looks surprised.

"But sir! Ironwood however stays firm as he speaks again.

"Winter. Leave. Winter nods, and salutes Ironwood before speaking.

"Yes sir. She then turns on her heel and gives the winking Qrow a dirty look as she exits via the elevator. Ironwood then gestures to Qrow.

"Go on. Qrow nods in response and then keeps talking.

"Your little infiltrator isn't just another pawn. They're the one responsible for Autumn's condition. Qrow then takes a drink from his flask once more as Glynda turns to him in surprise.

"What? Qrow grimaces and drinks from his flask again before speaking.

"Despite what the world thinks, we're not just teachers, or generals, or headmasters. The people in this room, the leaders of the other two academies, we're the ones that keep the world safe from the evils no one even knows about! Qrow then turns, getting up in Ironwood's face as he speaks again.

"It's why we meet behind closed doors, why we work in the shadows. So you tell me, James, when you brought your army to Vale, did you think you were being discreet, or did you just not give a damn!? Ironwood stares down at Qrow as he places his Scroll on Ozpin's desk.

"Discreet wasn't working. the center of the room projects a hologram of Vale, Beacon Academy, the Amity Colosseum and Ironwood's fleet of Atlesian Airships, which he gestures to.

" I'm here because this is what was necessary. Qrow scoffs and shakes his head.

"You're here because Ozpin wanted you here! He made you a part of this inner circle and opened your eyes to the real fight that's in front of us! Ironwood nods and smiles.

"And I am grateful. Qrow shakes his head at this and rolls his eyes.

" Oh, well, you've got a real funny way of showing it. Ironwood glared at Qrows words as he spoke in his own defense.

"The people of Vale needed someone to protect them; someone who would act. When they look to the sky and see my fleet, they feel safe, and our enemies will feel our strength. Qrow pauses, and then starts laughing at this.

"You... You think they're scared of your little ships? I've been out there and I've seen the things she's made, and let me tell you - they are fear. Nocturne nodded and added in his own words as well.

" not to mention that they are working for Therist which will create more fear. Ozpin nods grimacing before, standing up.

"And fear will bring the Grimm. A Guardian is a symbol of comfort. But an army is a symbol of conflict. There's an energy in the air now, a question in the back of everyone's minds... Ozpin then gestures to the display before speaking again.

"If this is the size of our defenses, then what is it we're expecting to fight?" Ironwood glares at them before sighing and walking forward, picking up his Scroll just as it flashes with the image of a Black Queen.

"So then, what would you suggest we do? Ozpin simply smiled and tilted his head.

" I suggest we find our guardian. Later in a dorm room, where Mercury is sitting in a chair, reporting on the fight he saw earlier, while Cinder walks back and forth, interrogating him with Emerald resting on a bed nearby.

" And you're sure? Mercury nodded and frowned.

"Bad hair, used a scythe, and smelled like my dad after a long day. It was him. Emerald frowned and turned to cinder in worry.

"What do we do? Cinder smiled and shook her head.

"Nothing. We stay the course. They have no idea who we are, so we have no reason to worry. Besides, the last of the heavy lifting is being taken care of thanks to our clever little friend. Cinder then picks up her Scroll as it too flashes with the Black Queen.

"Speaking of which... it appears we have a new access point. Ironwood is shown on the Scroll as an icon, along with a curling "W" in the other corner Emerald turns after hearing this, looking at cinder with interest.

"Anywhere good? Cinder nods and smiles.

"You could say that. Go to your rooms. I'll prepare everything for nods with emerald and the two agree.

"Got it. As Mercury and emerald left, Therist entered the room.

" you called for me cinder? Cinder nodded and tossed Therist the Scroll reveals the roster of the Vytal FestivalTournament doubles round, which includes CRDL's Russel Thrush and Sky Lark, SSSN'sSun Wukong and Neptune Vasilias, and Penny Polendina and Penny's Teammate. "Let's give the crowd a good fight master . Therist laughs as he scrolls down each pair until he selects Mercury and Emerald to face off against Coco Adel and Yatsuhashi Daichi in the doubles round.

" this is going to be amusing now come cinder let us rest we have a big day tomorrow after all.

The next morning, the crowd sees the rigged matchups on the screen at the Amity Colliseum. Ozpin then speaks over the announcement system as the match is about to start.

"The randomization process is complete! Ladies and gentlemen, your doubles tournament fight!

As the announcement is heard, RWBY cheers with arms raised, JNPR is seen providing applause, andSSSN is shown sitting in front row seats. Bolin Hori and Nolan Porfirio are seen talking to each other behind RWBY, and Dove Bronze wing is sitting behind JNPR. Cinder and Therist however, are now watching their teammates in the seats as they menacingly clap with devious smirks. Qrow then continues where Ozpin left off as he spoke over the broadcaster speakers.

"Emerald and Mercury of Haven, versus Coco and Yatsuhashi of Beacon! Velvet calls from up in the stands alongside Fox and Ruby.

"Good luck, you two! The Colosseum chooses four fields to rise up from below in quarter sections: A patch of tall grassy plains, a single tree and some rocks; the ruins of a city, complete with buildings holding shattered windows and rubble among the pavement; a hot spring containing geyser spots along a small river and some blue Dust crystal growths; and a familiar section of dense forest. Coco lowers her sunglasses as she eyes her opponents.

"Hey! Love the outfit, kid! Emerald grins and nods.

"I'll try not to get blood on smiles, getting up as he removes his sword from his back.

" I can't promise you'll leave without a scratch. Emerald smirks stretching out her arm.

"I won't be the one Grins and nods in appreciation.

"Ooh, I like her! Ozpin then speaks, as the countdown behind the combatants.

"Three, two, one, begin! Instead of charging forward, Mercury and Emerald slowly walk back into the tall grass and disappear behind the leaves. Coco and Yatsuhashi smile at each other before the leader pops out herGatling gun and begins mowing down the field as the crowds of sunglasses-wearing fans roar their approval, even when bullets nearly hit them from the other side of the forcefield. Coco lets up as she and Yatsuhashi realize the two opponents aren't in the plains section anymore.

"Huh? Blake shouts out, as she and the rest of team RWBY look in shock.

"Look out! Mercury drops from the sky, aiming for Coco, but Yatsuhashi pushes her out of the way and blocks the boots with his blade, pushing him back. Coco opens fire at him again, though Mercury is able to outrun each shot. Sun gasps, also in the bleachers with SSSN.

"He's good! Scarlet nods but narrows her eyes.

"Yeah, but where's the girl? Mercury reaches the two and kicks away Coco's weapon while dodging Yatsuhashi's blade, then delivering a double blow to the giant warrior before jumping over Coco's continued barrage of bullets. He lands on the barrels and kicks her in the face, leaping over another of Yatsuhashi's swings, only to let himself be hit so he can get behind Coco and force her to press the muzzle up to her own teammate. Everyone stands still until Coco compresses her weapon back into its handbag form and tries to hit Mercury with Yatsuhashi, but he deftly jumps back and launches two blasts from his boots that the members of CFVY is unfazed by the one shot, but looks surprised at the dozens of them now spiraling around the handstand-spinning Mercury until he sends all of them at his enemies, a barrage of light and smoke surrounding them that provides the perfect cover for Mercury to appear behind the two. He grabs the both of them by their arms and delivers a flurry of kicks that knocks them back, looking back as a chain comes out from the forest trees to wrap around Coco and pulls her back. Yatsuhashi turns, reaching out to her in vain.

"Coco! Despite his cry, Coco disappears into the trees, and he has to endure a blow from Mercury before being able to grab and throw him into the hot spring area. He jumps high in the air as Mercury's still sliding back, but his blade only comes down on his opponent's boots, the shockwave from this clash causing the water to fly back, the earth to crack underneath, and multiple geysers to form around them. Mercury fires his boots and gets out of the hold, aiming a swipe at Yatsuhashi's feet that misses, then ducking around each of his sword's swings. One of his kicks lets loose some stones from the ground, which Mercury kicks into Yatsuhashi and leaves him at the mercy of another foot-happy assault. This leaves his head in a small super-heated geyser, erupting and causing him to scream in pain as he frantically gets up, opening his eyes just in time to see Mercury coming at him. Meanwhile, Coco is still being dragged back into the forest until the chain makes her collide with the trunk of a tree. She shakes it off until she realizes her sunglasses are lying shattered on the ground. Coco turns glaring angrily as she looks around.

"I take it back; Idon't like her. Just as she says this, a green shot rapidly comes at Coco, which she barely manages to jump back from as more come down on her from Emerald's position up in a tree above her. Coco unleashes her Gatling gun again and shoots high in the branches, but Emerald jumps around, using her ownrevolvers to fire back and change them to sickle form so she can swing from each tree until she suddenly vanishes behind one of them. Coco growls,looking around for her lost opponent.

"Damn! Yatsuhashi then is seen coming up from behind her, hand on his sword's hilt.

"Coco! Coco grimaces, calling back to him as she continues to glance around.

"Watch out, she's in the trees! Ozpin then comes over the intercom, as a buzzer sounds around the arena, Coco looking up to see the footage of his coverage.

"Oh, and with that final blow, Yatsuhashi is eliminated! Coco turns her eyes widening in shock.

"What!?She looks behind her, only to see no one there. Her hand is shaking on the handle of her gun, and she doesn't even see the blur between the trees moving in for the kill.

"Damn!Little does she know that Emerald is rising up from behind her, blades raised, turning around a second too late. The weapon descends with a ringing gunshot, and Coco is seen flying out of the forest, landing all the way in the center of the stadium next to Yatsuhashi, also knocked unconscious. Emerald swings her sickles by their chains as Mercury looks over their defeated opponents. Qrow whistles in the announcer's spot with Ozpin.

"And with an amazing upset, Emerald and Mercury are victorious! Velvet gasps in worry with her hand over her mouth as Fox shakes his head.

"Coco? Fox places a reassuring hand on Velvet's shoulder as Ruby looks into the stadium at her "friends", no one other then grim noticing the smiling Cinder behind them, getting up from her seat and walking away amid the combined cheers and boos from the crowds. Grim however followed after cinder, and cornered her in the hallway, before she could reach Mercury or emerald, by pinning her up against the walls.

" ooh now this is a surprise what are you doing here grim. Grim growled at cinders tone of voice and let her go as he backed away.

" I'm giving a warning that's all, if anyone at this tournament dies your going to pay for it dearly. Cinder smiled at this and blew grim a kiss which he grimaced at before disappearing.

Meanwhile, In an elegant twilit pavilionarea of ivy-covered pillars, rounded archways, and lion-decorated fountains, Weiss Schnee and her elder sisterWinter are sitting at a simple table with a plate full of croissants and strawberries. Winter is sipping from her teacup as Weiss repeats the news she was just told.

" You're... leaving. Winter nods setting her cup down.

"Yes. I am a judge in this competition after all we shall speak again when this is over. As Weiss sighs and looks down dejectedly, winter grabs her sister's hand reassuringly.

"Weiss, you've done... well, out here, on your own. You should be proud. I'll be honest, it was quite amusing seeing Father's face the day you left for Beacon! Weiss nods, straightening up and smiling now, arms crossed

" I Can't wait to show him what I learned!Winter raises an eyebrow at this and smirks

"Oh? Then what do you think you've learned? Weiss turns, not directly looking at her sister.

"What do you mean? I'm getting better and better with my glyphs! I've even started Time Dilation! Winter stays firm, staring intently at her sibling.

"And what of yourSummoning? Weiss sighs and looks away.

"You know I can' rolls her eyes and scoffs at her.

"Don't be ridiculous. Every Schnee has the ability to summon. We have for generations. Weiss grimaces, splaying her hands as she exasperatedly cries.

"I've tried! It's just... it's theone thing I've been having trouble with! Winter smiles and lays a hand on Weiss.

" We Schnees are unique. Unlike many, ourSemblance is hereditary. But that doesn't mean it will come easily. Winter then lifts her hand to summon a small, elaborate glyph over her palm.

" Your Semblance is like a muscle. The more you practice with it, the stronger it will become. But if you only focus on one aspect of it... the glyph expands suddenly in a bright flash, causing Weiss to turn away before looking back up in awe at the white-and-blue Beowolf now at her sister's side.

"If you fail to test the limits of what you think is possible, then you'll never truly grow. Weiss smiles at this display of power she hopes to achieve, while meanwhile, Ruby,Grim,And yang cheer as red action lines appear behind Ruby with oriental battle music playing.

"You'll never beat me, old man! Qrow appears with similar blue lines behind him.

"You're nothing but talk, kid! Yang grins, calling out her support as purple lines follow her.

"You can do it, Ruby! The group is then revealed to be in team RWBY's dorm room at Beacon Academy, and the screen of the video game Ruby and Qrow are playing is shown just as one of the pixelated ninjas decapitates the other, with the announcer saying "SOARING NINJA WINS! TOTAL ANNIHILATION!" Qrow grins at his victory as Ruby lowers her head in shame. Grim chuckles at this and hugs Ruby.

" don't worry we'll heal that burn with some of weiss' ice dust. Yang chuckles whispering in fake pain.

"Ouch. Qrow then smirks as he adds in.

"And by the way, don't ever call me turns, pushing her sibling out of her spot as she grabs the spinning controller from the air.

"My turn! Qrow grins, while the game begins again with "NEW CHALLENGER APPROACHES!".

"Now, where was I?Ruby suddenly appears, popping up from behind the two players excitedly.

"You were telling us about your last mission! Qrow nods and smiles before speaking.

"Right, right... I'd come across a small village in the swamps west of Mistral. Right off the bat, I knew something wasn't right. Ruby grins and claps her hands together ready to hear more.

"What were you doing there?Qrow smiled and kept talking as he played.

"I needed information. Tired from battling Grimm Along the way, I decided to start my search at the town's inn. The place was crawling with lowlifes and thugs, even a few Huntsmen that I could only assume had been hired by less-than reputable people for less-than respectable jobs. And that's when it happened. Yang turns as the story Qrow looks at something in the shady inn, wide-eyed at what he sees.

"What happened? Qrow kneels in his flashback under a spotlight.

" I was defeated... by the mere sight... Qrow then pauses, as he suddenly grins at what he saw is revealed.

"the sight innkeeper's skirt length! The vision of pink hearts, a beautiful maid with slightly-skimpy clothing, and the very happy Qrow is interrupted by a thrown dog-head pillow, which Qrow deftly catches much to Yang's ire (not helped by the game announcer calling out once more "SOARING NINJA WINS! TOTAL ANNIHILATION!"). Grim laughs at this, before stoping as a pillow hits him.

" You are the worst uncle, Grim don't encourage him! Qrow and Ruby laugh at Yang's anger before Qrow speaks again.

"Best two out of three? Ruby chuckles as she seats herself on Weiss' bed.

"So, Uncle Qrow, did you get in trouble with Ozpin? Qrow chuckles waving the question off.

" Nah, me and Oz go way back. We're cool. Yang turns scoffing.

"Cool for an old growls looking mad now.

"Not funny. Ruby chuckles before speaking again.

"So, what are you doing here anyway? I thought Dad said that you would be on a mission, for like... ever. Qrow shrugs and smiles, getting back into the game at the sound of "READY? FIGHT!".

"Well, a professional Huntsman like myself is expected to get results, as soon as possible. Ruby nods and laughs.

"Yeeeeaaaah, I get that. We're pretty much pros, too. Qrow arches an eyebrow at this and smirks.

"Oh, really?'Yang nodded with a smile.

"Psch, yeah! Read the news sometime. We totally saved Vale while you were gone. Qrow scoffs at that and shakes his head.

"Funny, because I heard Vale suffered a Grimm attack after you almost managed to stop a train. Qrow then smirks before leaning over to rub it in his niece's face as she scowls at the repeated "SOARING NINJA WINS! TOTAL ANNIHILATION!"

"But they don't give out medals foralmost. Ruby shakes her head at this and raises an arm.

"They do, and it's called silver! Grim coughed at this and smiled sincerely.

" actually the Grimm were held off by me at least until therists General attacked me. Qrow arched an eyebrow before turning to his nieces.

" so grim here killed more Grimm then you and was closer to stopping them huh? Yang scoffed at this and crossed her arms.

"Well, we helped take down Roman Torchwick! He's locked up in Ironwood'sship and crime's been down ever since! That's basically a bounty mission! Qrow scoffed at this and took a drink from his flask.

"Sure, you may be acting like Huntresses, but you're not thinking like one. You really think four girls and their friends can end all crime in the Kingdom? Ruby chuckled, tapping her fingers together in embarrassment.

"I mean, I did until you said that... Qrow growled sounding more serious now.

"Violence hasn't dropped since Roman got nabbed; it's stopped,completely. No White Fang activity around the city. You cut off the head of the King Taijitu, but now the second head 's calling the shots. That's what Ironwood can't get through that thick metal head of his. Yang frowns, exchanging a look with Ruby.

"You... know the General? Qrow chuckles, back to his usual joking demeanor.

"Hey, I know everybody to some extent. Remember, you're talking to a member of the coolest team that graduated Beacon! (reaches behind him into one of his pockets and pulls out a photo lined with stains and age of four figures - himself,Raven Branwen, Taiyang Xiao Long, and Summer Rose - as Yang's eyes widen and he sighs in remembrance) Hah, Team QRST... That's where I met your parents. We were pretty well known back in the day, So was grims mom and dad now they made our little team pretty well known. Ruby smirks and makes a joke of their looks.

"Well known for crummy fashion sense! Qrow frowns and shakes his head.

"Hey, we looked good! And I have a number of inappropriate stories to back that up! Qrow then wiggles his eyebrows suggestively, but notices grim and Yang continuing to stare at the picture and puts it away.

" But, I'll save those for when you're older. Ruby frowns and recoils in disgust.

"Oh, gross! Qrow then slowly begins getting up, before walking out.

" Anyways, I'm too old to be hanging out with a bunch of kids. You're gonna cramp my style. Qrow pauses in the doorway and sighs before addressing his family, Ruby and Yang looking up to him and Zwei sleeping on Blake's bed.

"Look, just remember that you've still got a long way to go... Qrow then quickly turns around holding a finger up to express his seriousness.

"And don't think for a second that graduating means you're done. Qrow then hitches a thumb over his shoulder.

"Every day out there is worth a week in this place. Your teams here, you're gonna go far. But only if you keep learning, and only if you never stop moving forward. Grim sighed at these words as he stood up and stretched.

" he's right you know after the tournament I'm taking all of us beacon teams on a training trip. Qrow laughed and then turned as he exits down the hall.

" your alright kid keep it up. Back in the pavilion, a caterpillar is slowly inching around on the edge of a fountain at Weiss points herMyrtenaster at the ground, creating a rotating glyph made of blade symbols with Winter behind her, appraising the effort.

"Excellent form! Now think to your fallen foes! The ones who forced you to push past where you were, and become who you are now. as the glyph flickers in and out of existence and Weiss grimaces in concentration as winter speaks.

" Think of them, and watch as they come to your side. Weiss concentrates, doing her hardest to make the wobbling circle follow her will, but eventually dismisses it and stomps the ground angrily.

"I can't! Winter scowls, and her hand immediately comes down on Weiss' head in a slap.

"Stop doubting yourself! Weiss frowns turning around to face her sister.

"I'm trying! Winter sighs and runs a hand over her eyes.

" If this is what you call trying, then you have no hope of winning the tournament, let alone succeeding as a Huntress! Winter then pauses, and suddenly begins smiling as if an idea has occurred to her.

"Why don't you just move back home? I'm sure Father would give you a nice job as a receptionist! Weiss growls, looking away.

"I don't need his charity! Winter chuckles leaning in as she speaks.

"But you do need his money, don't you? Weiss turns to her sister surprised.

" What!? How did you know about that!? Winter smiles straightening back up.

"Lucky guess. I may have been in a similar situation when I joined the military. So what have you done this time? Weiss frowns as Winter circles around her.

"Well, that's the thing: I'm really not sure! I went to pay for lunch the other day, but the card didn't work! Winter chuckles and rolls her eyes.

"How embarrassing. Weiss nods in agreement before she speaks.

" I know, it was! Why would he cut me off like that? Winter sighs and narrows her eyes.

"Perhaps so that you'd stop avoiding him and call home. Instead of answering, Weiss attempts once more to create a summoning glyph, gritting her teeth until Winter places a consoling hand on her shoulder.

" Emotions can grant you strength. But you must never let them overpower you. the attempted glyph flickers and fades once more, though neither of them pay it any attention as winter keeps speaking.

"It sounds to me like you have two choices in front of you. You can either call him, beg for his money back, and explain once more why you would want to study at Beacon overAtlas, or you could continue to explore Remnant, discovering more about the world and honestly, more about yourself. she allows Weiss a moment to absorb this information until revealing.

" It's time for me to go. she gives her sister a hug, which is returned until, Weiss sighs, breaking off from the embrace.

"It was really good to see you, Winter. Winter nods, smiling sadly.

"Until next time, sister. The two Schnees walk out of the pavilion and go in opposite directions, neither of them noticing the caterpillar coming across a miniature, brightened version of a familiar-looking broadsword before disappearing into icy at night, Weiss is in the school courtyard, waving goodbye at the airshipcarrying her sister. She stops just as her Scroll starts vibrating with an incoming call from "FATHER", and her finger hovers over the screen in uncertainty until she closes her eyes and forces herself to press it. Suddenly smiling at the sight of her closed Scroll and the setting of a new path in life, she puts it away and walks back inside. A few hours later, and the Colosseum's mountain biome was seen being bombarded by several explosions all around the area. Russel,daggers in hand, is running from the mayhem before spinning around, ready to face his opponents, who turns out to be the familiar face of Penny and her beret-wearing teammate. With an ever-present smile and simple arm movements, she summons six floatingswords from behind her and rears them back before launching them in a ring at Russel, who barely manages to duck behind a rock to protect no time, Penny does the same thing with another group of blades, homing in on the other CRDL teammateSky Lark until he uses his own halberd to vault over another stone for defense. The two exchange a worried look at the sight of their rocks still pierced with multiple blades, and Penny grins in combat-ready fierceness as she looks to her partner, who simply taps her watch as if hurrying Penny up. Wasting no time, Penny raises her hands like a puppetmaster and uses the near-invisible strings attached to each hilt to lift the giant rocks up in the air, with the screaming Russel and Sky still hanging on. Bringing her arms down to her sides, the stones come crashing to the ground as well, leaving Penny's opponents in the grass. Her swords come back to her pack as the buzzer rings and ironwood speaks.

"And victory goes to Penny and Ciel of Atlas! Penny nods, placing a fist in her palm and bowing in respect to her fallen foes, still smiling.

"Thank you for a wonderful time. The two victors turn to leave the stadium as Russel feebly reaches out, only to get hit in the head by an errant stone. Watching from the stands,Ruby sees them start to walk away and excitedly gets up form her seat with the rest of her team, with grim following Ruby to meet them at one of the exits. Ruby succeeds in her attempt, catching up and spreading her arms as she calls out.

" Penny!Penny grins at this, lifting up her own arms, she tackles her friend,into a hug that leaves them both of them on the ground. Ruby grunts, then groans weakly.

" Why... Grim chuckles at this and leans against the wall as, Penny gets up energetically and waves to grim, before she gestures to the other girl.

"Ruby,grim, this is my teammate. Ciel bows and nods as she speaks.

"Ciel Soleil. Ruby smiles and raises her hand in greeting as she speaks.

"Hi! I'm Ru- Ciel however cuts her off as she speaks for her.

"Ruby Rose. 15. Hails from Patch. Leader of Team RWBY. Status: Questionable, and the one next to you is Grim Reaper. Hails from unknown. Special agent. Status: dangerous. Grim and Ruby stayed silent for a few seconds, before Ruby turned to penny.

"Sooo... Penny! You two were incredible out there. How do you keep control of all those swords? It's so cool! Ciel however coughs before penny could speak, and looks at her watch as she gestures at it.

" penny?I believe it is best if we move on to our next location. Penny frowns, and exchanges a look with Ruby and grim, before turning to Ceil.

" Could we have just a minute to talk? In response, Ciel checks the time, then takes a step back and nods, starting the countdown as Ruby speaks again.

"So is she... your friend or... Penny pauses to think before shrugging.

" Well, in a way. She's like Blake, but if Blake was ordered to spend time with you. Ruby nodded her eyes lighting up as she chuckled.

"Oh. So, Weiss. Penny nods with a smile as a confirmation before she speaks.

"Precisely.

Grim chuckled at this as he leaned forward, away from the wall and listened to the two talk in a hushed tone.

"Does she know about... y'know... beep boop bop, does not compute? Ruby then moves her body abruptly as if imitating a robot, leaving her arm to hang with a noticeable squeaking sound making Penny giggle and shake her head.

"Oh no. General Ironwood doesn't really want anyone to know. There was an incident with a magnet, but I was able to play it off. Flashback to the Vytal Festival grounds with Ciel and Penny, who's wearing a large sun hat. The wind picks up and lifts the hat from her hair, revealing the aforementioned magnet on her skull, and Penny quickly shoves the headgear back on before Ciel turns back around. The story causes Ruby, Grim,and Penny to laugh about it in the present for several seconds. Pennys laugh finally calms down, as she is still smiling, but is quickly getting serious.

" Ruby, grim, there's something I've been wanting to talk to you about. Penny then glances over at Ciel before leaning in and whispering to Ruby and grim.

" I want to stay at Beacon.

Ruby frowns, looking troubled by the news.

"Penny, they'll never let you do that. Penny frowns, but then grins with mischief as she nods making grim raise an eyebrow at her as she spoke.

"I know, but I have a plan. Ciel then stops anymore conversation, stepping back up to Penny's side and pointing to her watch.

" It's been precisely one minute, ma'am. Grim scoffed at this at this but gave a nod of farewell to penny as she said her goodbye.

"I'll talk to you more soon Ruby, you to grim. the two Atlesians then leave, but Penny turns to give a wave of farewell to Ruby and grim, who do the same. Ozpin was then heard,coming back over the stadium speakers to announce.

"Our next match will begin in two minutes! Ruby then suddenly appears to be looking really excited as she clasps her hands together.

"Oh my gosh, that's right! It's time for- grim however cut Ruby off as he shadow traveled them back to the stands.

" yangs and Weiss, match is starting right, helps to be here at the start of it. Ruby nodded at this and smiled as Yang stepped into the center of the field with Weiss Schnee at her side, stretching out her arms.

"Well, now it's our turn! Weiss nods and smiles.

"Just remember to keep proper form. Yang chuckles and nods as she agrees.

" Alright. You're from Atlas. What could we expect? Weiss smiles listing off the facts as Yang loosens up her legs as well.

"Well, seeing as their Kingdom, academy and armed forces are all merged as one, I think we can expect strict, militant fighters with advanced technology and carefully rehearsed strategies. At that very moment, a rainbow zooms past the two surprised Huntresses-in-training, coming to a stop opposite them, revealing a pigtailed Faunus girl with roller blades and a cat tail swishing around her weaponnext to a young man wearing a fedora and sunglasses, holding a trumpet in one hand. Weiss frowns, recovering from her shock faster than the open-mouthed Yang.

" ... Or whatever they are.

"Hey! Weiss looks over to him as he gestures at her, smiling.

"You Weiss Schnee, right? The heiress. Weiss nods bowing her head, smiling at the recognition.

" I am. Flynt raises an eyebrow at this.

" I take it you're pretty good with Dust, then? Weiss nods shrugging humbly

" I do my best. Flynt smiles and nods.

"Yeah, my dad was good too. Owned a little Dust shop of his own. His eyes seem calm, as they are hidden behind his shades, until his smile turns into a scowl, tone turning hostile.

" Till your father's company ran him out of business. Weiss frowns and looks ashamed.

"I'm sorry to hear that. Flynt looks away sarcastically and chuckles.

"Sure you are. Yang growls and raises her finger to argue.

"Hey! Why don't you- Neon however cuts her off as she imitates yang.

"Hey! Why don't you? Neon then drops her unflattering imitation as she points at Yang, smiling.

"That's what you sound like! Yang tilts her knowing how to react.

"Uh... Neon however, cuts her off as she speaks.

" Hey! Where'd you get your hair extensions? Yang stares shocked for a second before getting angry as she responds.

"This is just my normal hair. Neon raises an eyebrow at this and smirks.

"Ooh, really? Yang is getting annoyed now and glares as she speaks.

"Yeah! Is that a prob- Neon however raises a hand, cutting her off.

"You should try rollerblading sometime! It's super fun! Neon then starts spinning in place as she continues rapidly.

"It'd probably take you a while, though, since you're so... you know, top-heavy. Yang looks down at herself as the holographic roulette begins and growls as she gets angry.

"Excuse me!? Ruby sighs rolling her eyes from the stands.

"Oh, here we go. Grim groans as well as he looks between Nora and neon.

" dear god there's two of them, only the second ones a sassy bitch, that aside she's going to die. The field opens around the four combatants, and up rises the volcanic area, sandy desert, steaming geysers, and ruined buildings. Ozpin then speaks, as both teams prepare themselves for battle.

"Three! Two! One! Begin!Right as it starts, Flynt raises the instrument to his lips and blows, issuing forth a sound wave that blows both Weiss and Yang back from the force. Weiss is able to create a glyph under her to stop sliding back, but doesn't see Neon spinning into the attack and useing it to push herself forward so she can charge at Yang in a rainbow burst of speed and push her into the city portion. Flynt stops blowing as Weiss readies her Myrtenaster, a second passing until the musician starts playing again. This time, Weiss uses darker glyphs to move her forward through the cone of waves, making another one to get closer and closer so she can land a blow. Suddenly, however, Flynt stops playing, and Weiss is forced to move forward, earning a kick to the back as she slides past. She crashes through a red Dust crystal, and Flynt grins when he sees her lying in the area now spouting pillars of fire. Back in the ruined city, Neon manages to roll ahead of every blast from Ember Celica, skating on the railings and making faces at an irritated Yang. She continues to flip and slide over any terrain in her way, all the while repeating a mantra to herself.

"Never miss a beat! Never miss a beat! Never miss a beat! Never miss a beat She eventually comes down to the ground and charges at Yang, becoming a rainbow blue while hitting the blonde multiple times. Yang grits her teeth, unloading the spent shells in her gauntlets, as Neon smirks and cracks her glow sticks, turning them blue. She comes forward again, dashing past Yang before she even realizes that her right leg is now encased in ice.

" Hm-hmm! Look! Now you're bottom-heavy, too!Getting quite irate now, Yang slams her foot down and frees her entire leg, but is unable to stop Neon from freezing her left arm now. She sees Neon rollerblading on rails and through archways, gaining distance until she speeds forth and kicks Yang back into a wall, cracking it behind her.

"You should cool off!Get it? Because you're angry. Not appreciating the pun one bit, Yang smashes her arm against the wall, once again shattering the ice and the structure , Weiss and Flynt are facing each other in the burning section, Weiss gesturing all around her with the blade and spinning wildly to summon four glyphs that shoot out an equal number of large ice chunks headed straight for her enemy. Flynt looks down and smiles, leaping forward onto his knees and blowing his horn just as a column of flame erupts right in front of him, diverting the fire to melt each of Weiss' frozen projectiles. Flynt quickly is seen getting back up as he twirls his trumpet as he speaks.

"Too bad all that money can't buy you skill. Weiss grimaces at him before revolving her hilt to use a white type of Dust. She aims a stream of wind at Flynt, who matches her power with his own blowing, creating a standstill until Weiss uses a mere gesture to form several more glyphs around the field. She quickly bounces off each one, striking Flynt with each attack, until she puts his foot down and starts playing once more. Weiss is still propelling herself around, but nothing prepares her for a second Flynt appearing next to the first, and then another, and another after that, each color-coordinated musician joining their waves of noise together to send Weiss flying back. Jaune is amazed from his spot watching the fight.

"Whoa! Ironwood turned to ozpin and they both looked at each other with interest, before ironwood spoke.

"What's this? It appears young Flynt has just activated hisSemblance! And quite a remarkable one at that. Ladies and gentlemen, feast your eyes on Flynt Coal's Killer Quartet! The Flynts flip their hats around to the audience, then look up at the scoreboard to see Weiss and Yang down to half their Aura levels, but still in the game. He steps forward, absorbing each of his duplicates as he prepares to finish this. His teammate is still giving trouble to Yang, using a ramp to outrun her now red-eyed stares in awe, slowing down to admire the change.

"Ooh! Flashy eyes! Y'know, you're actually kinda pretty when you're angry. Yang hesitates, shaking her head, eyes going back down to purple, before She propels herself forward using her shotgun blasts.

"Shut up, shut up,SHUT UP! Weiss meanwhile, is getting back up and sees her sword, reaching out to it only for Flynt to step on the blade. She looks up at him before their attention is drawn to their partners.

" Get back here! Neon however, is rolling around Yang in a lazy circle.

" I wasn't trying to say that you should go on a diet, I was saying you really need to go on a diet! Yang growls at this and her eyes change once again as she shouts.

"THAT'S IT! Neon laughs and repeats herself, as one more quick clarification for good measure.

"You're fat. Flynt looks back at Weiss before deciding to focus his attention on Yang, once more becoming four fighters and ready to blow her away. Weiss looks through the clones and sees Yang completely distracted, as well as a pool of lava bubbling away right in front of him/them. Without pause, Weiss jumps up and knocks the original into the magma just as it erupts several feet in the air. Yang gasps noticing what just happened.

" What? Ruby and Blake gasp at this simultaneously panicked.

"Weiss! Grim growls and clenches his fist in anger but stops himself from interfering as Ozpin sips his drink before reacting.

" It appears we have a double knockout on our hands! Qrow grins seeing the stats.

"In fact, it looks as though Miss Schnee's Aura has been completely depleted! She sacrificed herself to take out Flynt! Wait a minute. What's this!? This turns out to be Flynt, wobbly and almost at his limit, but standing back up from the smoke as ozpin declares his presence

"Ladies and gentlemen, Flynt Coal remains standing! Flynt begins walking toward Yang, a look of pure anger on his face. Neon grins skating back over to her leader as he marches forward.

"You did it, Flynt! Don't worry about her, she's easy! But kind of annoying. Qrow grins as Yang finally reaches her breaking point, fists clenching and ground trembling.

"Ooh, looks like Yang's angry! And you wouldn't like her when she's... upset take it from scream of rage combining with the group of lava bursts from the rocks, she punches out several shots at the two opponents, who manage to dodge the blasts.

" Yo, Neon, go! Flynt then blows again and helps Neon rush forward, and Yang meets her in the waves of sound, using her shots to keep her from being pushed away as she attempts to get a hit on the girl. Failing that, she leaps out of the noise and blasts the ground where Neon is, then launching herself back to create some space. Her blasts almost gets Flynt, who's forced to change the direction of his tune and direct Neon elsewhere, still avoiding the blasts and even rolling on the debris being formed, though with a noticeably more shaky stance than usual. She rolls up on a ramp made from the debris into the geyser biome. Yang lands on the ground away from her and runs right at Flynt, rocketing forward even as he uses his Semblance once more to deliver a fourfold attack. Shooting behind her, however, provides the necessary boost to finally get close and clap her hands over the mouth of the trumpet. Less than a second of silence is broken by the musical backfire right in Flynt's face, becoming one person for the final time as he's knocked on his back and the buzzer rings. Qrow chuckles at that and grins.

" Oh, sour note for Flynt! Yang slides back from the blast, searching for her remaining opponent as Neon tries avoiding the geyser spouts.

"Never miss a beat! Never miss a beat! Never miss a...at that moment, her front wheels catch on a crack in the ground, losing her balance and causing her to shed a few quick tears.

" ...beat? Time catches up as she pitches forward, trying to roll up in a ball only to get caught in the blast of a geyser. She's helpless to do anything as Yang smirks, fires off a single shot, and hits her screaming target in an explosion of sparks and smoke, as well as a third buzzing continues to look enraged until she blinks her eyes back to purple and realizes something.

"Weiss!. Yang then runs back into the fire section and kneels next to her ash-covered teammate .

"Weiss! Are you okay?Weiss sighs and gets up and coughs some smoke before weakly responding.

" I may not be singing for a while. Yang looks both worried and relieved until she breaks out into a joking smile.

" You know, I'm not sure that was proper form. Weiss rolls her eyes at this.

"Oh, ha ha. As Weiss suffers another coughing fit neon gets up.

"WHAT!? We lost? We lost? Yangs and Weiss' attention are drawn to her, now devoid of color, as she freaks out.

" Team FNKI lost? That was... that was... color returns to the suddenly-overjoyed redhead as her eyes turn into rainbow sparkles for a moment.

"... amazing! Oh my gosh, you guys were super crazy awesome! We should definitely party together sometime, right Flynt? Flynt nods getting back to his feet.

"That was a gutsy move, Schnee I dig it. Yang and Weiss smile at the good losers and see the rest of their team coming to the injured heiress's side. Grim chuckles and pats Weiss on the head , healing her up.

" there you go all better, oh and word to the wise team FNKI it's best that you don't insult my friends, or you'll have to deal with ME. The two members of team FNKI paled at grims words and took a step back as grim smiled.

" great to know we understand each other. While grim was talking to the other team, Blake and Ruby were congratulating Weiss and yang.

" Good job, you two! Ruby nodded in agreement and grabbed them all in a group hug.

"Yeah!The team stays like that, cradling Weiss in their arms and soaking in the cheers of the crowd. Later on that evening in a certain Beacon dorm room,Cinder is sitting on her bed looking through files on her Scroll while Therist meditates. Emerald is lying on the floor also playing with her own device, and Mercury is doing push-ups beside her. Cinder turns, with her eyes widening in surprise, followed by a smile.

"Oh master come and look at this. Therist hearing the interest in cinders voice, shadow traveled over to her to look at her scroll.

" Oh that's fantastic hmmm save this information for later we don't need her here. Emerald tilts her head, looking over with Mercury.

" What? Cinder grins as she accesses a document regarding the blueprints of "P.E.N.N.Y."

"Oh nothing. We're just going to be making a slight, hmm...alternation in the plan. Therist nodded and clapped his hands with evil glee.

" oh this is going to be so much easier. Mercury frowns as he and Emerald share a somewhat concerned look.

" What does that mean?Cinders smile gets larger, while continuing to look at the familiar image of a robotic redhead.

"It means that this will be even easier than we thought. Within the headmaster's office at twilight, professor ozpin is facing the window, his back to the elevators when the doors open and Qrow steps inside, approaching his desk with coffee mug in hand.

" You know, he's making you look like a fool. Ozpin chuckles and shakes his head.

"His heart is in the right place. He's just... misguided. Qrow frowns and shakes his head.

" Sometimes, I'm not even sure he has a heart. Qrow then takes a drink from his cup and shifts his weight before asking a question.

" So, have you chosen your guardian yet?Ozpin nods swirling his chair around to face Qrow.

" yes but Maidens choose themselves. I simply believe I've found the right candidate. Ever since the day I met her, I had the feeling she would be the one. She's strong, intelligent, caring... but most importantly, she's he lists these qualities off,Pyrrha is seen entering the elevator of the Cross Continental Transmit tower. In the headmaster's office of Professor Ozpin, who is seated behind his desk across from Pyrrha , the last rays of twilight come through the clock-decorated windows as a conversation is about to start.

"Well, it comes as no surprise that they've chosen you to move on to the final round of the Tournament. Your performance was exemplary. Pyrrha nods humbly with a smile before speaking.

"Thank you, Professor Ozpin, but I would have never made it this far without my teammates. Qrow coughs from his spot leaning against a column in the back of the room, arms crossed as he speaks.

"Personally, I think it's the other way around. Pyrrha turns around and gets up from her chair, trying to be formal.

" I'm sorry, but I don't believe we've been introduced. Qrow rolls his eyes,still rather hostile as he speaks.

"Name's Qrow. Ozpin sighs at his friends attitude and gestures to Qrow.

"Qrow is a trusted colleague of mine. Pyrrha looks at Qrow for another moment before addressing her teacher again.

"Professor, if you don't mind me asking, why have you called me here? Ozpin still smiling gestures to a Seat.

"Please, take a seat. when she does so, he puts his fingers up to his lips, leaning back casually.

"What is your favorite fairy tale? Pyrrha stares confused, and hesitates.

"I'm... sorry?Ozpin smiles and repeats what he said.

" Fairy tales, stories from your childhood. Surely you must remember some of them. Pyrrha thinks,put off by the question, but answers with nostalgia.

"Well, there's The Tale of The Two Brothers,The Shallow Sea, The Girl in the Tower... Ozpin nods leaning back forward.

"What about The Story of the Seasons? Pyrrha nods with a smile as she remembers the story.

" Well, of course! Pyrrha then looks away in remembrance, narrating the story.

"A callous old man, who refuses to leave his home, is visited by four travelling sisters. The first understands his reclusive nature and urges him to use his time in solitude to reflect and meditate. The second brings him fruits and flowers, tending to his crops and revitalizing his garden. The third warms the man's heart, convincing him to step outside and embrace the world around him. And the fourth and final sister begs him to look at all that he has, and be thankful. (a golden light emanates from the old man until it surrounds the four girls, who go on their way with the glow still around them) In return for their kindness, the man grants the maidens incredible powers, so that they may continue to help others all over the world. They graciously accept, and promise to share their gifts with the people of Remnant 'til the end of days. Winter, Spring, Summer, and Fall; the four maidens. My mother loves that story. Ozpin smiles warmly at this and nods.

"Would you believe me if I told you that one's been around since I was a boy?Pyrrha nods laughing.

"You're not that old, Professor. Ozpin nods and stays silent for a moment, before turning from playful to deadly serious in a millisecond.

"Well, would you believe me if I told you it was true? Pyrrha stays silent for a moment, then gives an uneasy chuckle.

" I beg your pardon? Ozpin continues seriously as he speaks.

" What if I told you that there were four maidens existing in this world, and one other bloodline, that could wield such tremendous power, without Dust? Pyrrha frowns, trying to make sense of this development.

" You mean... like a Semblance. Ozpin shakes his head,giving a small smile as he delivers his secret.

" Like Magic. Pyrrha hesitates, and looks down.

" I...Qrow nods cutting her off as he speaks.

"Yeah. First time hearing this, it's pretty turns her gaze from Qrow back to Ozpin again, amazed as she speaks.

"You're serious? Ozpin nods straight-faced as he speaks."Do I look like I'm joking? Pyrrha frowns and hesitates to speak.

" ... No. (struggles for the right words) Why... why are you telling me this? Ozpin glances at Qrow, who nods his approval, before looking into Pyrrha's eyes as he speaks.

"We are telling you this, Pyrrha Nikos, because we believe you are next in line to receive the Fall Maiden's powers. Pyrrhas eyes grow wider and wider until she realizes that ozpin meant plural.

"We"?At that moment, the elevator doors open, and she sees Nocturne, Glynda Goodwitch and General James Ironwoodstep out. Nocturne stretches, while Ironwood smiles as he straightens his tie, and Glynda fixes her glasses.

" Sorry we're late. Pyrrha stares looking overwhelmed, narrowing her eyes at Ozpin.

"Wait, what is this? Who are you? As Pyrrha asked this question, Glynda came forward with Ironwood,nocturne,and Qrow, To try and calm down Pyrrha down but before she could speak, grims voice entered the room.

" You know who they are. Though they hide things they are still the same teachers and Headmasters you met when you arrived at Beacon. Qrow chuckled at grims voice and nodded.

" he's right, but we've got a little part-time nodded and glared at where he heard grims voice.

" yes, We are the protectors of the world and as for You grim you shouldn't be down here,can't you control your son nocturne. Both nocturne and grim growled at ironwood as they stepped forward but, before they could do anything Ozpin held up a hand.

" please do not start fighting down here, now then Pyrrha we need your is shocked into silence as everyone in the room looks to her. A few minutes later, and Pyrrha, is looking nervous, in the elevator with the group of "protectors". She looks at Ozpin and Glynda as if seeing them for the first time while a steady beeping signals each floor passed.

"Where are we going?Ozpin just looked at her and responded quickly.

"The vault. Under the school. The elevator continues downward through the vertical tunnel of dark green lights until it opens its doors and their passengers step out, with Pyrrha being the last to leave as she absorbs the sight of the large, sparsely-lit hallway she is now being lead through. Glynda waits up for her behind the others.

"I'm sure you must have questions. Pyrrha nods still taking it all in.

"Maybe one, or two... I still don't understand. You said I was next in line to receive the Maiden's power. What do you mean by that? Glynda walked in front of Pyrrha and smiled as she explained.

"The Maidens have existed for thousands of years. But much like in nature, the seasons change. No two summers are alike. When a Maiden dies, her power leaves her body and seeks out a new host, ensuring that the seasons are never lost, and that no individual can hold on to that power forever. Pyrrha nodded at this as she looked at them all.

"So, how does the power choose? Qrow looked over his shoulder and chuckled as he spoke.

" Through a series of stupid and convoluted glared at man and rolled her eyes as she called his name.

"Qrow. Qrow shrugged and rolled his eyes at Glyndas reaction.

" Hey, don't get mad 'cause I'm right. Nocturne chuckled at Qrows response and patted him on the back.

" I missed your sense of humor Qrow it's good to be back with you. Glynda rolled her eyes at the two friends before turning back to Pyrrha, explaining it all carefully.

"At first, the only thing that was certain was that the powers were specifically passed on to young women. But as time went on, it was discovered that the selection process was much more... pauses and looks concerned as she hears this.

"Intimate? Glynda nods as she begins to explain the process.

" As we understand it now, when a Maiden dies, the one who is in her final thoughts is the first candidate to inherit her power. Qrow snorted at this as he added in as well.

"Unless it's a dude or some old hag. Then the power goes to someone random, and our job gets a lot eyes widen as she looks at them all.

"Why tell me all of this now? Why not wait until I've graduated? Grim sighed at this and leaned against the wall.

"You'll regret asking that you nodded and drank from his flask before speaking." Honestly, we've run out of time. I don't know if you've not noticed, but things are getting a lot scarier out in the world. Tensions are high. Grimm are growing stronger, more prevalent. And it's not going to be long before the peace we've been enjoying for so long goes out the window. Pyrrhas eyes widened in shock and she brought a hand up to her mouth as she spoke.

"You're not... talking about a war?Ironwood shook his head no and replied calmly to Pyrrhas question.

" Not a war between nations. Nocturne nodded at ironwood and took off his mask.

" another war with the Grimm is coming with the worst evil mankind has ever known at the head of frowned and held up a hand.

"We can fill you on the details once we know that you're with us. For now, all you need to know is that one of the Maidens has been attacked. And for the first time in history, part of her power was stolen.A humming of electricity is heard as the group comes to their destination at the end of the hallway: A large machine with lit screens hooked up to two rectangular pods, one of which is upright to show through the glass window a young girl dressed in minimal clothing with a burn scar over her left eye and across her gasps stepping forward hesitantly before speaking.

"Is that...Ozpin nods and sighs heavily.

"The current Fall Maiden, Amber. Pyrrha frowns holding herself.

"She's... still alive. Ironwood nods and smiles.

"For now. We're using state of the art Atlas technology to keep her stable. But there is a lot about this situation that is... unprecedented. Pyrrha tilts her head at his words looking confused.

"What do you mean? Ironwood sighs, eyes closed making Pyrrha hesitate at the situation, thinking.

"Won't... her power... just transfer to the next host? Qrow chuckles at this and tilts his head.

"Look who's been listening! (whispering to Ozpin) She is smart. Ironwood rolled his eyes at Qrow before turning back to Pyrrha.

"Under normal circumstances, yes. But this is a delicate situation. It's not uncommon for the last thoughts of the slain to be of their attacker. (glances at Amber) And to make matters worse, no one's seen the power split like this before. For all we know, it will seek out its other half. Pyrrha frowns connecting the pieces together.

" ... Her assailant. Grim nodded and growled as he rubbed his chest.

" probably the same one who took me. Ozpin nodded with a frown before turning to Pyrrha.

"And that would not bode well for any of us. Pyrrha lowers her head in thought, then suddenly comes forward and places a hand on the glass of Amber's pod. Pyrrha then turns suddenly sounding angry, as she raises her voice to the teachers and gesturing wildly.

"If all of this is true, why keep it secret!? If this girl is so important... if we're truly on the brink of war, why not tell everyone? Glynda frowned and looked down before speaking,coming forward to explain.

"From what we understand, it used to be common knowledge. Pyrrha not expecting that answer backed up in shock.

" Excuse me? Qrow chuckles, as its now his turn to elaborate as he pulls out the familiar flask.

"How do you think legends and fairy tales get started? Even the craziest ones come from somewhere. Qrow then gets the lid off and takes a swig while Glynda keeps a simple smile as she speaks.

"Our group was founded in order to protect both mankind and the Maidens. Those hungry for power hunted them with the hope of inheriting their sighs finishing his drink, before he speaks.

"And as you can imagine, the ones that succeeded weren't exactly the ones you'd want to have unimaginable power. Ironwood nodded and rubbed his hands.

"And so our brotherhood chose to remove the Maidens from the public eye, allowing their existence to fade away into legend. Glynda nods with a grim expression.

"The things we're telling you go against hundreds of years of human history and religion. Ironwood nodded and furrowed his eyebrows.

" No one would want to believe us. It would cause an uproar. Grim snorted at this and conjured some shadows into his hand.

" kinda to late for that one therist made his presence very well known when he tortured me those who know of his legend know he's real most will just assume he's some terrorist with vast power but none the less fear is growing sighed at grims words and nodded.

"Despite what has already happened, bringing this to light, It would cause panic. And we all know what that would bring to clawing at our Kingdom's walls. Which is why we would like to... Pyrrha however cuts him off as she speaks.

"I'll do it. Ozpin looks up, surprised, as she stares at the ground, before she continues speaking.

"If you believe that this will help humanity... ... then I will become your Fall Maiden That's what you wanted, isn't it? Ozpin nodded stepping towards her.

"It is, but I'm afraid it's not that simple. Given Amber's condition, you won't be able to inherit her power naturally. However, General Ironwood believes he has a solution. Ironwood nodded and smiled.

"For the past few years, Atlas has been studying Aura from a more scientific standpoint; how it works, what's it made of, how it can be used. We've made... significant strides. And we believe we've found a way to capture it. Qrow frowned with distaste and turned to Pyrrha as he spoke.

" Capture it and cram it into something else. Qrow then gestures to Pyrrha as she takes a second to realize what that means.

"Or in your case ...Pyrrha in response turned to Ironwood with a frown and began to speak.

"That's... However she was cut off as Ironwood replied quickly.

"Classified. As ironwood said this, grims fist went into his face sending ironwood sliding across the vault floor.

" enough of your classified shit, I've been hiding my thoughts on this matter since I met penny but I know what she is ironwood. All of the rooms occupants stared at grim in shock but didn't say anything as he lifted ironwood up with shadows.

" so tell me general, what is penny to you a weapon to be used, perhaps maybe just a robot meant to follow orders hmm, tell me now!

Ironwood gasped as grim choked him with his shadows and, Struggled to speak.

" she-was dying it- was the only to save her- her father begged us to- do it. Grim sneered at this and threw ironwood into the wall before speaking again.

" so that makes it right to make her into a weapon? To. Make sure she never has any real friends? To hide her from society's view. Ironwood coughed as he dragged more air into his lungs before speaking.

" people wouldn't- understand her they would fear her. Grim snorted at this and threw ironwood aside before walking to the elevator.

" I am no longer needed here. As grim left nocturne went over and helped ironwood up as Pyrrha watched.

"Grim is right that is ... wrong! Glynda nodded while glaring at Ironwood.

"The feeling is mutual. But desperate times call for desperate measures. Ironwood coughed as he steadied himself before speaking.

"- And these are indeed desperate times. We can't transfer Amber's power to you, but we can give you what those powers are bound stayed silent for a moment as she thought.

"-Her nodded and looked at her calmly.

"Her life would become intertwined with yours. The question is... Qrow then raised an eyebrow as he added in.

"What's that going to do to you? as Pyrrha fully understands the dangers she might face, Ozpin speaks.

"You have an important decision before you, Miss Nikos. There's no guarantee this transfer will work. And there's no telling if you will be the same person if it does. I advise you to take time on this matter. But understand that before theVytal Festival is over, we will need your doesn't respond, instead placing her hand on the glass separating the maiden from her potential replacement, seeing her scared expression reflected on the scarred face of the dying girl, before turning away from this expected destiny as Ozpin gives one final warning.

"The assailant that attacked the Fall Maiden has made their first move. And there's no telling when their next move will doesn't respond, instead placing her hand on the glass separating the maiden from her potential replacement, seeing her scared expression reflected on the scarred face of the dying girl, before turning away from this expected destiny as Ozpin gives one final warning.

"The assailant that attacked the Fall Maiden has made their first move. And there's no telling when their next move will be. half an hour later, and a smirking Cinder and therist are seen as they both sit in one of the Amity Colosseum's seats along with the rest of the cheering crowd, their screams being drowned out by the announcements soon to come as ozpin and the others resurfaced from the elevator.

" greetings again everyone now then let the selections for the next match commence! the wheel then began to spin randomly until it slowed and almost stopped on mecury and yang until, shadows wrapped around the pictures and changed them as ironwood spoke up.

" And it looks like our two fighters will be Cinder, and Grim Reaper. grim grinned from his seat at cinder and phazed into the feild as cinder turned to therist.

" master hes changed our plan what do we do. therist rubbed his chin as he looked down at the smirking grim.

" fight him, if you have to go all out in the fight then do so and our attack shall start afterwords. cinder bowed to therist and jumped down from the stands and into the arena.

" you have no idea what your getting into reaper. grim arched an eye brow at cinders words and popped an aura pill into his mouth.

" oh hmm hm hm, on the contrary fire bird, i know exactly what i am getting into. after grim said this, his aura exploded around him, glowing white as he used his shadows to call his scythe to his hands. not wanting to seem scared, cinder reached into her dress and pulled out two swords.

"very well then you have sealed your fate. cinder then dashed at grim only for grim to fade into the shadows as she ran at him.

" if you want to fight me you have to catch me first that is of course if you can attack me before i attack you. cinder scowled at grims words and spinned her swords around as she watched the shadows. Therist meanwhile smirked in the stands as he knew exactly where grim was.

" clever saying your going to hide in the shadows when your really not. as therist said this, grim came out from a pond in the coliseum and snuck towards cinder until he was right behind her.

" Don't you know not to listen to the enemy? grim then slashed cinder, knocking her to the ground and causing her to bounce as she was knocked away. grim then grinned as cinder pulled her self up and straightned her hair.

" Not so nice not being able to fight back is it, but don't worry I won't torture you i'll make this quick. cinder sneered in response to grims words as her clothes lit up with dust.

" I will be the one who ends this quickly burn! cinder then activated fire glyphs under grims feet and caused a pillar of fire to erupt. grim however stood still and took it, without cringing, causing the crowd to gasp in horror. however the crowd had nothing to worry about, as when the fire rose, it slowly turned black as grim emerged from the fire surronded by his white glowing aura and shadow fire.

" w-what how did you-? grims face couldn't be seen from both his shadow armor and his mask, but a smirk was on his face as he trudged forward. cinder in response growled and launched more fire balls at grim who, only faded in and out from the shadows causing the fire balls to miss. after a few seconds, grim was right in front of cinder and raised a hand to point in her face.

" whats the matter heh you look like you've seen the reaper, oh but you're going to have a bad time don'tcha know? cinders face filled with shock and she took a step back but was unprepared, as shadows blasted into her body sending her into the wall of the coliseum. grim grinned as he then raised his hand up and caused his shadows into the ceiling before, bringing his hand down and slamming her into the floor.

" come now i expected more fight out of you. cinder glared at grim as he said this and flipped her hair back over her head as she became angry.

" You want more then fine i'll give you more i'll give you all of it. cinder then spread her arms and shouted as fire erupted out of her clothes burning the shadows away from her. now that she was free, cinder tapped into her power over shadows that therist had helped transfer to her, and faded into the black. grim looked down and smirked underneath his mask, and then span around to block cinders attack as her two swords met grims scythe.

" you realise by that using both of those powers you've exposed yourself. cinder smirked at grims words and nodded before speaking.

" oh yes i know but i have a back up plan,. After cinder said this shadows erupted between them and therist stepped out with his full glory. Grim quickly backed away from the grinning Therist, while nocturne narrowed his eyes and disappeared into the shadows with Raven and appearing before Qrow before disappearing again with him as therist spoke.

" greetings citizens of vale I imagine most of you must be wondering who I am, well I wouldn't expect you to know since your leaders, and head masters have hidden much information from you like the encroaching threat of war and not only that but my existence as well, I am Therist Reaper Or as my title goes the Reaper for those of you that don't know I was the one who started the first Grimm war a pleasure to be back by the way.. The crowd gasped at this, and penny jumped up before firing her laser at Therist, who merely raised his hand and swatted the beam away destroying the barrier the coliseum created. Therist grinned at this result, before stretching out his shadows,grabbing penny by the head and bringing her to him.

" ah and here we have a prime example of what is wrong with your kingdoms, this is Ironwoods secret weapon, this is an android created to be a super weapon, perhaps ironwood brought her to show off the strength of Atlas or to perhaps bring Ozpin under his control, none the less, Atlas and Vales government and schools have shown they can not be trusted, both and all governments are covering up the rise of grimm numbers, and Atlas has shown it has no respect for the other kingdoms by bringing their armies where ever they want, now I shall show you all why Atlas has no power. Therist then wrapped shadows around penny's arms and legs and pulled, until they came off causing penny to cry out in pain. As this happened multiple things happened at once, Ozpin tried to cut the feed from the commentators booth but to no avail, all the citizens of the kingdoms now doubted their governments, an army of Grimm amassed and charged towards vale, shadow portals opened, and airships flew over vale, as scar was seen at the helm unleashing his new Grimm and Grimm forces into the city, and Grim tried to attack Therist only to be blocked by cinder as therist spoke once again.

" now your kingdoms shall fall apart one by one if any of you humans or Faunus want to join me turn to the shadow and call the name of THERIST THE REAPER oh and one more thing, Order HK 66 activate. after therist said these words, the visors of the robot guards turned from blue to orange as cinders virus activated, causing the robots to attack people in the stadium. grims eyes widened in shock and, he gasped as he saw this happen.

" you monster, why target those who can't fight back!? cinder laughed at grims words as she pushed harder against his scythe.

" Because its fun you'll see that for your self soon enough. Therist laughed at cinders words and disappeared into the shadows while grims eyes narrowed as he watched the hunters and huntresses began to fight the robots in the backround, he then tripped cinder and pushed her away from himself, before he first wrapped penny in shadows.

" God look at you penny, What has he done to you d-don't worry I'll-I'll fix you. Grim then transported her away to some where safe, before wrapping the watching crowd in shadows and transported them Into beacon. this process however, took some time and alot of grims aura causing his shadow armor to disapate leaving him open for attack, and this is exactly what cinder did as she ran forward, preparing to stab the weakened grim. however to the surprise of the two of them, was the fact that the attack was blocked. Ruby stood in the way of cinder, her scythe blocking cinders attack.

" you- will never take him away from me again! Ruby then flipped her scythe and slashed her bayonett across cinders face, leaving a cut as cinders defenses went down for a moment. cinders eyes narrowed as she wiped the blood off of her cheek, she then charged up her aura, causing an evil orange glow to cover her body.

" your going to burn for that you stupid little girl! ruby smirked at cinders words and tilted her head at the fire user.

" how can you burn what you can't catch. grim chuckled at rubys words and grabbed his scythe before disapearing into the shadows.

" i'll leave this one to you dear i should check on the others. rubys nodded as grim swallowed an aura pill before he left, and put her hood up as she glared at cinder causing her eyes to glow. meanwhile, mercury and emerald were hardly being stationary, as they ran towards where roman was being held knowing that neo was taking care of the guards .

" man i can't believe how easy this was what chumps. emerald rolled her eyes at mercurys statement as they entered the building.

" look i know this was easy but don't get cocky who knows what they have here defending him. mercury scoffed at this and chuckled as they entered the cell room to find neo standing over the knocked out guards with a smirk.

" well lookie here no one is guarding our little prison rat their all nocked out neo did her job,see i told you this was easy. laughter followed mercurys sentence making him, neo, and emerald to freeze up, as nocturne came out of the shadows.

" now i wouldn't say that. emerald and mercury paled at the sight of nocturne and stepped back as neo stepped forward to protect them causing roman to laugh.

" hey you shut those two stupid brats up pretty quick i like you. nocturne opened his mouth to speak but as he did, the door creaked open and therist stepped into the room.

" now Mr. torchwick don't encourage nocturnes spunky attitude, he will never surrender if he thinks we fear or like him, now then children be good and free roman while nocturne and i have a nice little chat. nocturnes eyes narrowed at therists words, but none the less he let the three free torchwick and leave with him, as he drew his sword.

" your a fool to use so much just to free one man. therist laughed at nocturnes words and shook his head before speaking.

" you really think all of this was to free one man? are you stupid! this was to show that i have returned with full power to all of the kingdoms you fool, to make them doubt their governments, and I succeeded their fear has attracted my army. nocturne smirked at this, and took off his cloak and threw it to the side as he circled therist.

" oh yes im sure that this will work out for you,not like you were crying about daddy issues or anything earlier. therist stood still for a moment, not saying or doing anything, until he sudenly tackled nocturne out of the towers window. as the two free fell, they span each other around,both wanting the other to take the brunt of the damage. as they were about to hit the ground, nocturne pulled back, and grew shadow wings, so that he could catch him self and push therist into the ground at full force. therist however didn't stay down long, as he to flew into the air.

" you little bastard im going to kill you slowly. nocturne smirked at therist and stuck his tongue out at therist before flying away. therist stared after nocturne for a second in anger, before realizing what just happened and screaming in rage.

" Argh come back here you coward! therist then flew after nocturne and into the forest hoping to catch him. after a few minutes, nocturne landed in a clearing and waited for therist. when therist landed he looked around in curiosity.

" why did you bring me here ? nocturne tilted his head and grinned as a red portal opened behind him, as three people stepped out.

" a little bit of good old revenge of course my friends have a bone to pick with you. therist narrowed his eyes at the remainder of Qrows team and drew his sword.

" very well then i will finish what i started. while the fight with therist was about to begin, the fight at the coliseum continued, the teams of the schools combined did a good job of fighting the robots and destroying them. ironwood however was panicking while fighting.

" who could of done this who hacked my soldiers and how did Therist know about penny. Glynda sighed at ironwood and destroyed a group of the robots with her glyphs and then using their remains of shrapnel to destroy others.

" I believe that woman fighting ruby is the cause of all this other then Therist himself. ozpin nodded as he sipped his drink and knocked whatever came at him away with his cane.

" yes i do believe ruby has it under control unlike the army that you brought here James. winter scowled as she summoned beowolves to serve her and looked around for Qrow.

" where'd the bird fly off to? Ozpin chuckled at winters words and shrugged.

" i do beleive he said something about avenging his sister so he probably went to find therist.

winter groaned at this and rubbed her temples.

" ugh that stupid drunk is going to get him self killed. ozpin chuckled at this and shook his head as he looked outside the coliseum.

" I think he will be fine we should worry about ourselves right now. Inside of beacon, grim dropped out of the shadows to land inside of his room to see penny on his bed, with ranma at her side whining.

" don't worry youngling I can fix her. Grim then set about getting together her arms and legs and re-wiring them as he put them back onto her body. After this was done, grim carefully used his shadows to straighten her body, and to add some energy to penny's soul, before turning her back on. As penny opened her eyes, grim sighed in relief and hugged her.

" oh thank god your alright penny I thought that he may have killed you, you scared me. Penny smiled at grims concern and hugged him back before looking around.

" thank you for saving me grim where are we? Grim smiled as he sat back and petted ranma.

" we're in my room in beacon,I just had to get you out of there. Penny nodded and looked around the room before looking outside.

" Grimm are coming I can sense them we should go-. As Penny stood up however, grim blocked her path.

" no you don't if Therist sees your still operational he'll destroy you for good you are staying here until the fight is done. Penny pouted at this punishment but nodded and sat down on grims bed as he started to shadow travel.

" be good and keep ranma company he eats my pillows when he's worried. Grim then appeared outside of the coliseum where, things seemed to be normal but grim knew better, he could feel the grimm coming they were attracted to the feelings of hatred and betrayl.

" hmm seems like I'm dealing with this by my self quite a challenge. grim stumbled for a moment but stopped as a pair of arms wrapped around him. when grim looked up, he was surprised to see Adam there, with the remainder of the white fang behind him.

" A-adam? what are you doing here the peace treaty hasn't even been signed yet?adam chuckled at grim and nodded as he helped grim stand.

" true but my friend was in danger, so I felt now was appropriate for myself and the others to come to your aid. grim smiled at Adams words but grimaced as he looked out over the walls of the kingdom.

" hell is coming onto our doorstep Adam. Adam nodded and grimaced along with grim.

" i know my friend what do you suggest we do? grim rubbed his chin thinking for a moment before coming up with an idea.

" bring me a paladin and set your troops up on the roof and at the wall closest to where a goliath could breach the wall. adam nodded at grims words and jumped away to get his orders done. grim sighed and preared him self to use his powers once again as a paladin was brought to him.

" alright lets get busy then. grim then stretched out his hand and began to build and changed the paladin into something else, something that looked like a mech of grim only with a RwBY themed blade on the arm with a cannon attached to it.

" and its done, adam come in. It a few minutes, but adam soon answered grim.

" whats wrong grim? grim chuckled as he entered his new creation and sighed as he looked into the forest over the wall.

" the grimm are approaching fast, I'm going out there now, there's only one chance to stop them from entering the city launch the attack now. Adam agreed but hesitated to shut off his scroll making grim curious.

" what is it Adam? Adam sighed and said what he was thinking quickly.

" what did you need the paladin for. grim chuckled as a goliaths call could be heard and began walking towards the wall.

" isnt it obvious im going to hold back a goliath now then charge! grim then broke into a full on sprint towards the wall and jumped over it. as grim landed on the other side he quickly noticted that the hundreds of on rushing grimm getting ambushed as te white fang shot at them from the trees.

" well that seems to be working out fine mhp now wheres the goliat- oh crap baskests. as grim turned to the south he noticted an above average goliath that was white with a red mask on its body.

" well didn't see that coming but this is my duty, For The Kingdoms! after shouting his battle cry grim ran straight for the goliath, who in turn after noticing him, the goliath ran towards grim. grim however didnt slow down instead, he merely put his arm with the blade down in front of himself and ran faster. grim neared the goliath and connected with its tusks however, since the goliath was bigger then him it pushed grim back. grims paladins feet dragged into the ground from the impact and he groaned as his body felt it as well.

" mother fucker grrr fine then take this. grim then forward again and swung his arm with the blade on it towards the golaith. the golaith however dodged his swing at the last moment and caught the blade in its tusks and twisted, ripping the mechs arm right off. grim roared in pain as the system hooked to his nerves activated, sending the pain into his body.

" Fuuuuuck! damn it you son of a bitch ill kill you fuuck! grim then grabbed a nearby tree and smashed it into the goliaths face knocking it away from grim as he created a shadow arm. as grims shadow arm grew, he picked up his fallen arm and used it as a weapon as he fired the cannon at the goliath. the goliaths mask weakened with every shot that connected and as the mask got weaker, the goliath charged at grim in rage but as it did this grim flipped his old arm and rammned it into the goliaths mask killing it. grim sighed after this, and collapsed out of the mech and layed down in mild exhaustion.

" damn that took alot of me i wonder whats going on. after grim said this a loud screech could be heard and grim looked up to see a man riding a nevermore and stabbing it causing it to crash into coliseum.

grim groaned at the, crashed bird and slowly got up.

" great annoying fucking atrail and his super entrances better go stop that dumbass from destroying anything. as grim went to walk forward, several more goliaths could be heard making grim groan.

" oh fuck one was bad enough now theres seven. grim wrapped himself in shadows and stood up to the goliaths but as he did, adam and a few other white fang, members joined him with paladin mechs.

" dont worry we are here for you. grim smiled and joined the others as they charged toward the goliaths. meanwhile, atrail had jumped off of the dead nevermore and chuckled as he looked around.

"man that was easy hmm now wheres yang at? as atrail looked for Yang , he noticed that hunters and huntress were fighting robots everywhere.

"Damn looks like I missed the start of the party I'm such a busy bee. As Atrail said this, a swirling white portal was opened behind him and a woman cloaked in white with a mask stepped through.

"Atrail what have I said about making puns. Atrail flinched at the sound of her voice and chuckled.

" to never do them in your presence or I would be punished with chores. The woman nodded and sighed as she looked around.

" never mind,understand for now we don't have time for your nonsense go save yang while I go help some one. The woman then jumped into the arena to help Ruby as Atrail shuddered.

" jeez that rose has thorns. Now that his boss was gone, atrail turned around and scanned the coliseum until he found team RwBY.

"Whelp better make an entrance to look cool. Atrail then pulled out his axe, and threw it forward to impale one of the robots shooting at team RWBY before, atrail ran forward after his weapon. The robot solders didn't expect atrails arrival and thus, turned on him when he attacked leaving Team RWBY safe but, having atrail be the center of their Point of attack. Atrail however didn't dodge or slow down as he swung his death-stalker tail forward to block the dust rounds. Seeing that the robots were distracted yang, Blake, and Weiss all ran forward and attacked the droids from behind destroying three each before atrail arrived and grabbed his axe again.

" I must say grim has trained you all well you girls are pretty strong. As atrail spoke, he absent mindlessly swatted some of the droids away with his tail as they tried to charge at him. Yang chuckled at atrails response and raised an eyebrow at him.

" well Grim never said you'd be so much fun and as an added bonus you've got a pretty strong sting. Weiss and Blake groaned at yang spun but, atrail only grinned in response.

" why thank you,I have also been told I have a very nice bite as well. Both Weiss and Blake sweat dropped at the pun that atrail made in return, while yang laughed and grinned.

" we are going to get along just fine I can already see that, hope your sticking around for the fun. As atrail opened his mouth to speak, Weiss interrupted him with a shout.

" Hey will you idiots shut up with the puns we're under attack here! And where's ruby I haven't seen her since the fighting began. Atrail sighed at this and shook his head as he balanced his axe on his shoulder.

" you really are an ice queen still I suppose your better then your sister, and much better then your father,as for your energetic red cloaked leader she's in the arena with my boss fighting that psycho yandere bitch who's obsessed with grim. Weiss's eye brows twitched as she glared at atrail, before she growled under breathe.

" I don't know wether to thank you or hit you for what you said but we have better things to do don't we? Atrail nodded and hummed in thought as he looked around before looking outside.

" such a shame that your sister brought them back up isn't it, but no matter these defective tin cans will be recycled soon enough, what we should be worrying about is the hole in the wall the grim are about to make. The rest of team RWBY nodded but Blake hesitated as she looked around the coliseum.

" what about our friends their still fighting. Weiss eyes opened in shock and she too looked around in worry until she saw Neptune and sun fighting together making her sigh in relief, which made atrail chuckle.

" Don't worry I'm sure they'll be fine after all if they know you then their used to fighting, a couple of tin cans won't take them down. The team nodded as one at this point and accepted atrails reasoning as they raced outside. However as the battles took place inside and out, the one between ruby and cinder was about to end. Though the two opponents may have differed vastly in skill at the dance, grims training had now however made them equal, and as such the fight was much more of a stalemate by the time the woman in white arrived. Before the woman arrived both cinder and ruby exchanged blows and shots at each other, but Rubys new speed allowed her to react much better to cinders attacks and allowed her to block cinders slashes or dodge her fire attacks. Cinder growled as she got annoyed and began to speak to Ruby.

" how did you get so much better in just a month. Ruby smirked at cinder and stayed silent as she zoomed forward. Cinder not expecting this, raised her swords to block but was to slow as rubys scythe connected with her chest sending her careening into the arenas environment chooser. After this happened the machine glowed orange and chose a fire environment as the ground turned volcanic. Cinder grinned as she was now in her element and covered herself in flames as she grinned at Ruby.

" now what shall you do little girl your outmatched here. Ruby scoffed at this as she ejected her current dust mag and pulled out a modified dust mag and put it into crescent rose.

" please I may be weaker then you but I am just as skilled as you are. Cinder smirked at this and threw a fire ball at Ruby. Ruby smirked and fired at the fireball, causing it to freeze from the ice dust rounds as it shattered in front of Ruby. Cinder glared at Rubys expression and used her fire to fly into the air towards Ruby.

Ruby grinned at this and fired rapidly at cinder, starting to cause her fire armor to flicker as it struggled to stay together. As cinder reached Ruby, Ruby dodged to the side, and spun to slash at cinder. Cinder however wasn't slow at all as she to turned and attacked Ruby with her swords. Cinders fire flared up as she and Ruby stood in a stalemate and her orange eyes glowed as she stared into Rubys ready to kill her if given the chance. Ruby however had no intentions of losing as she lowered her scythe to the ground and fired freezing cinders feet to the ground as Ruby jumped away. Ruby then emptied her clip into cinder actually managing to freeze her, However she didn't stay that way long as the hot environment allowed her to break the ice, this however caused a piece of ice to hit the environment button again, and changed the environment to a rainy one. As cinder stared at Ruby with hate steam pooled off of her, right around when the woman in white arrived,Ruby and cinder both we're surprised, cinder however caught on much more then ruby did.

" you! You should be dead! Why are you here. The woman in white opened her mouth under her mask to speak, but ruby interrupted her as she stepped forward.

" who are you and why are you here, this fight is mine she hurt the one I love and she has to pay. The woman in white chuckled at rubys words and turned to her for a second to speak.

" ruby, she has threatened some one I care for as well so why don't we fight her together? Ruby hesitated for a moment but nodded as the woman in white brought out a black scythe as she spoke.

" alright let's fight her together then miss. Cinder gasped at this and glared at the woman in white before backing into the shadows and fading away but not before sending a message to therist.

" the rose has bloomed again. The woman in white growled at the retreating cinder and sighed as she put her scythe away before turning to ruby.

" are you alright Ruby? Ruby nodded and put her scythe away as she sighed.

" yeah I'm fine just mad she got away. The woman in white chuckled at rubys words, and put her own scythe away.

" you can't catch them all Ruby trust me I know stay safe. As the woman turned to leave Ruby called out to her.

" wait who are you how do you know me? The woman in white tilted her head towards Ruby and hesitated to speak.

" _ some one who loves you. The woman in white then disappeared into a portal, leaving a confused and conflicted Ruby alone, at least until she heard the sounds of battle going on.

" Girls! Grim! Hold on I'm coming. Ruby then bolted away to help the others as the battle raged on. Meanwhile, the fight between therist and Qrows team continued, though it was four on one, therists sword skills, and his own power of shadows allowed him to block or dodge some attacks. Though since it was four against one, therist was having a hard time trying to beat even one of them. However this soon all changed as therist got the message from cinder just as a white portal opened up behind him as, a black scythe went into his shoulder.

" agh motherfucker who dares hurt me- you - your dead. The woman in white sneered at therist under her mask and scoffed.

" do I look dead to you old man. Therist growled as he ripped the scythe out of his shoulder and backed away from the group.

" you bitch your going to pay for that your all going to die. Though the members of Qrows team along with nocturne, recognized the woman's voice, they couldn't speak out about it, as therist unleashed his shadow tentacles to try and over whelp them. Nocturne growled at the Tentacles that attacked his friends and used his own shadow powers to hold them back.

" attack him now I'll hold his shadow powers back. Therist growled at nocturnes words and raised his sword up in defense.

" very well then come at me then if you wish to die. Those words set the fight off once again, as Four of them jumped at the opportunity to attack therist, however he was ready as he first tripped, taiyang and kicked him away. He then blocked all of the attacks of the woman,Raven, and qrow before pushing them back. Qrow grunted as he slid back and caught himself with his scythe before turning to Raven.

" I think we need to do a combo attack sis. Raven nodded at qrow before helping taiyang up.

" I'm ready if you are qrow, what about you tai ready to work together again. Taiyang chuckled and wiped the blood off his face as he nodded.

" only if you promise to stick around this time. Raven chuckled at taiyang a response and nodded as she Opened up four portals.

" I'll think about it if you don't make any puns now come on Crimson wave. Raven and taiyang then jumped into their portals and appeared on opposite sides of therist. Taiyang uppercut end therist, while at the same time, Raven drove her sword into therists back, causing him to roar in pain as they retreated. However the combo attack wasn't done as qrow and the woman in white both followed up with catching therist in the chest with their scythes as they came from their portals. Therist growled as his blood pooled at his feet and drew back his shadows into himself, before unleashing them knocking all of them to the ground, as therist stood up and picked up his sword.

" none of you are a threat to me but you nocturne you are the guardian you are their hope if I kill you I kill their spirit so now would you kindly die! Therist then darted forward through the shadows ready to impale nocturne, when something zoomed in front of him and stopped his attack.

" your not killing anymore people today you monster you have lost. The woman in white stood in therists way making him laugh.

" lost you think I have lost no-no you have lost! Therist then shot shadow lightning out of his finger tips and electrocuted the woman in white sending her to the ground, and knocking her unconscious. Therist huffed after his spending of energy and sighed as he healed his wounds.

" hmm I have used to much energy here but my message has been made and my solider retrieved my mission for today is done, farewell nocturne the next time we meet in battle you will die for now though a parting then whistled shrilly, causing the five of them to wince in pain from the sound. Meanwhile the nearby mountain shook, as something woke up inside of it, which caused it to shatter as a massive avian Grimm broke out of the inside causing sparks of lightning to fill the sky as it sprouted it gigantic wings into the air and screeched. Therist grinned at the sight of the bird and turned to the five remaining warriors before bowing to all five of the, as the bird landed in front of them.

" Say hello to the thunder bird she's beautiful isn't she I remember when I hatched her my perfect pet, now then I shall bid you all good day. Therist then jumped onto the thunder bird and squeezed one of the spines on its forehead causing it to take off into the air. As the thunderbird flew, Therist gave it commands in growls, causing it to shoot lighting into random places, or create other Grimm in others. At one point, before the thunderbird disappeared into the horizon, it shot a bolt of lightning into all five of the Warriors knocking them out as Therist, and the thunderbird faded into the horizon. Meanwhile, the fight continued inside now as the Grimm and new Grimm had managed to breach the wall , however this did not mean that they didn't have to deal with any hunters or huntresses. Most of the teams from the tournament, we're now either finishing off what droids were left, or were helping fight the Grimm and new Grimm . Team Jnpr was one such team, Jaune giving even more direct orders this time as they charged into battle.

" pyrrha stay back to back with me if we get surrounded, do whatever you have to, Ren you Try and help save any straggling civilians and try and cripple the bigger grimms, and Nora you smash. Nora shrieked in approval of jaunes orders and quickly ran towards the biggest grim she could fin while laughing madly. Jaune sweat dropped at this before shaking it off and gesturing to Pyrrha.

" let's do this. Jaune then ran forward with Pyrrha at his side as a group of Grimm charged at them. Pyrrha was the one to gain first blood, as she speared a Beowolf in the throat before, swatting it to the side and slashing an ursa in half. Jaune was next to attack as Pyrrha put her shield above herself, he jumped off of her and stabbed a king taijitu in between its eyes in its white head. As the head fell, Jaune used the momentum to rip out his sword, flip and slice the other head in half. Pyrrha then once again attacked as she dashed forward and swatted a creep away from Jaune as it tried to bite him Pyrrha then threw her spear forward and impaled three beowolfs that were charging at her before using her semblence to pull her spear back to her. Meanwhile, Nora had some how found herself riding a nevermore and was using it to take out other Grimm as she fired her grenade launcher from her mount.

" boom, boom, whoohooo! I love explosions. Ren looked up from the ground and sighed as he shot at Any Grimm that tried to sneak behind Pyrrha and Jaune.

" Nora focus no messing around. Nora giggled at this and nodded as she smashed the nevermores head sending it crashing down into a horde of Grimm. In the distance atrail whistled In appreciation and clapped as he cut through an ursa.

" I like that girls style. Nora Shouted out a thank you in response before following ren and helping him kill any Grimm that charged at them while the fight continued. Atrail meanwhile ducked as a Beowolf tried to behead him, and allowed yang to punch it, sending it flying back over the wall.

" thanks for the save yang. Yang smiled at him and nodded as the fight continued. Weiss meanwhile stood back a bit and concentrated hard, until. The knight was summoned before her.

" I did it I summoned something. Yes! Weiss then turned to the knight as it raised its sword and pointed at the charging Grimm.

"kill them all. The knight pounded a fist to its chest before,Swinging its sword around in a circle and charging. Blake , meanwhile was right along side the others, hacking and slashing through any Grimm that neared her, when suddenly sun was at her side.

" sun what are you doing here shouldn't you be helping Neptune and your team? Sun shrugged at this as he smacked aside some charging beowolves before speaking.

" Neptunes trying to get oil out of his clothes hehe so the others said I should come help you. Blake smiled at this and nodded before looking around.

" seems we're winning this battle. Sun nodded as he and Blake took down an Ursa Major and opened his mouth to speak only to be interrupted as a nevermore tried to grab both of them but before it could, Ruby ran by and slashed its head off, causing its body to roll and crush other Grimm.

" hey am I late for the fun?

Back with grim the situation seemed to be becoming under control as a large tide of Grimm had been cut down, causing a large stream of dust to fill the air as the battle outside the wall seemed to calm down.

" damn I'm tired Adam. Adam chuckled from inside his paladin and nodded as picked grim up.

" you have had enough for one day you need rest. Grim chuckled as he looked out over the battle field and sighed at some of the strewn bodies lying in the grass.

" I wish we could have saved more of them. Adam stayed silent for a moment as he carried grim and sighed.

" this is war now grim therist made that clear when he betrayed me, people are bond to die you can't save everyone. Grim sighed at this and nodded as was set down.

" I suppose without you more people would of died so thank you Adam what are you going to do now? Adam sighed as he shutdown his paladin and stepped out of it.

" I am going to one of the vaults the white fang have, ask Blake if you want to come visit she knows the vault I speak of. Grim nodded and began to walk away as he spoke.

" stay safe Adam may the light be with you. Grim then walked towards ozpins tower as Adam left. A few hours later, and everyone was healed and gathered inside of beacon as Ozpin was about to make a speech.

" Today our strength was tested today we were attacked both by Grimm and machine and yet all of our schools, combined held the power to push back our foes and to cause them to retreat, though it wasn't with out aid or a cost, though some have died this day they will be remembered and justice will be brought by the end of this- now then, I know no one wants to hear this but we are in fact at war now and it is only together that we will make it through this, that is why I am proud to announce that two guardians have been elected to help us through our times of crisis, Grim reaper and Pyrrha nikos. Grim was ready for his name to be called but, he was caught off guard as Pyrrha stepped forward and opened her eyes showing that now, one was orange and one was green. This however didn't stop grim from staying silent as the claps of the students and staff filled the room. Sometime later after the speech grim was In front of Ozpin and the others being debriefed.

" so Adam and I fought off the Grimm with the white fang and we won why was I needed to be debriefed? Nocturne sighed at this and took the flask that Qrow offered him as he drank, while Raven stepped forward and took off her mask before speaking.

" a woman that sounded like summer rose showed up and helped not only Ruby with cinder but us with therist as well, however all of us were knocked unconscious by an attack that therists Thunder bird threw at us when we woke up she was gone. Grims eyes widened at this and he turned to look at his father with sympathy before leaning back against the wall and sighing.

" I'm sorry but I never saw the woman but i did see Therist and that bird if I was at full strength I would have taken it down, but that aside,why not ask atrail she is his boss. Ozpin sighed and rubbed his temples as he looked outside.

" it appears he disappeared just as fast as the woman did after the battle but, according to most of team RWBY he helped them fight and as I'm told flirted with yang a lot. Grim rolled his eyes after hearing that and shook his head.

" atrail and this woman aside what the FUCK happened out there. Ozpin looked at grim in shock and held up a hand.

" stay calm grim I'm sure there's an explanation. Grim snorted at this and turned to ironwood who was frowning.

" so general still think your mighty army scares our enemies. Ironwood opened his mouth to speak but then shut it as Qrow started laughing.

" ha he got you there jimmy so much for the might of atlas. Ironwood glared at Qrow as winter slapped him this made ironwood smile for a moment, before he sighed as he put a hand to his face.

" I had no idea this would happen. I'm- sorry I truly am. Grim sighed at this and frowned as he took his mask off.

" we all make mistakes general, what about penny is she alright? Ironwood nodded and took a drink from Qrows flask as well.

" she's undergoing a diagnosis right now, we will find out soon. Grim nodded at this before turning to Ozpin.

" We need to alert the other kingdoms right now. Ozpin nodded at this and turned to Glynda who showed her scroll as she spoke.

" the kingdoms are all on high alert now, and all those who came here for the tournament will be heading back to their kingdoms tomorrow. Grim nodded at this before suddenly remembering something.

" who did the process to Pyrrha I thought we were going to investigate its effects more first? Ozpin sighed as he rubbed his temples and sipped his coffee.

" we were until therist attacked now that we know cinder fall has half of ambers power we had to transfer the rest of ambers aura into Pyrrhas it seems to have worked out. Grim sighed as he pulled the flask over to himself and drank from it making Qrow frown.

" hey I'm all up for sharing my drink but save some for me. Winter slapped him for saying that and glared.

" you need to lay off of it as it is you drunk. Qrow snorted at this and rolled his eyes.

" I seemed to fight you pretty well drunk. Winter scowled as Qrow said this and crossed her arms as grim spoke again.

" so what's the plan now then straight forward attack or sit and wait. Ozpin sighed and walked over to grim before speaking.

" this attack was unsettling we were unready for it and yet, we did better then therist expected meaning he has changed his plans, the fact that he freed the thunderbird, means he can travel easier now, and without fear, it seems for now we should sit and prepare. Grim nodded and tossed Qrow his flask before walking towards the elevator.

" well now that this was all talked about I'm going to go check on my friends goodnight to you all. Glynda watched grim leave with worry in her eyes before turning to Ozpin.

" why'd you not tell him that ambers body was stolen soon after we did the transfer. Ozpin Sipped his coffee and turned around before speaking.

" he's been through enough for one week let him have some rest, all the things he's been through could drive a normal man insane. A few minutes later, and grim found himself in the cafeteria surrounded by the different teams all asking him questions.

" alright everyone settle down, before you all ask me questions I got some first with team RWBY what happened with you. Ruby smiled at grim and nodded as she spoke first.

" well after the woman in white and I chased away cinder, I went to help the rest of the team and found them outside with atrail fighting Grimm so naturally I joined in and we kicked butt. Grim shrugged at this and smiled at the team.

" good enough for me, yang did atrail say anything important to you? Yang shook her head and grinned before shrugging.

" well no other then that I should be ready for our date tomorrow. Grim rolled his eyes at this and sighed.

" of course he did typical Atrail always clamoring for the attention he never got as a child well then, what about you sun what happened to your team. Sun shrugged at this and turned to look at a frowning Neptune.

" not much other then the crybaby getting oil in his hair we pretty much fought the same baddies as everyone else. Grim nodded at this and sighed as he rubbed his temples.

" alright I'll take questions now. Meanwhile. Therist sat back in his throne, polishing his sword.

" to think that humanity could produce such capable fighters hahahahaha I haven't had this much fun in a long time, and Grim what a delight he is, when he is by my side nothing shall stop me, I may have had set backs today but I will return, Cinder! Hearing her masters call, Cinder teleported to Therists throne room and bowed to him.

" how may I serve you my lord? Therist grinned at cinder and set his sword down before rubbing her head.

" you have served me well this day my princess, is our spy in place for our first invasion? Cinder nodded as she stood up and showed the projection of the insides of an airship as it flew towards Atlas.

" yes my lord neither the general nor herself know that she is infected. Cinder then proved her point by shifting the image to reveal penny sitting next to ironwood as he spoke.

" don't worry penny your destiny will come soon. Penny nodded at ironwood and her eyes flashed a fiery orange before turning back to green as she grinned at ironwood.

" oh I can't wait to be of use I'm excited. Therist grinned at these images and tapped his hands together in joy.

" good very good have her plant the virus in Atlas and have Order HK66 on standby. Cinder bowed at Therists words and nodded before leaving Therist alone in the throne room. As therist sat alone, his brother shimmered into existence before him.

" I spared that day for a reason I imprisoned you so that you would have a new life when a thousand years passed a better one. Therist chuckled at his brothers words and glared at him from his throne.

" a better life? How would I have had a better life what am I to the humans but a monster. Ying-yang glared at Therist and raised his voice as he spoke.

" and who's fault was it that you were seen as a monster mine, fathers, mother? We all loved you damn it we were your family I was creating peace. Therist laughed at ying-yangs words and shook his head as he spat out his next words in anger.

"Peace?! Peace is a lie in this world it's kill or be killed your the only one who hasn't seen that yet. Ying-yang laughed at this making Therist growl as he spoke.

" am I really? Grim has spared every adversary other then any Grimm he has faced he believes in second chances. Therist laughed loudly after ying-yang said these words and coughed.

" you think he will spare me after all the pain I've caused after all the death I have brought really? Your an Idiot if you think so. Ying-yang snorted at this and crossed his arms as he began to fade away.

" we shall see brother farewell once again. Therist growled as his brother disappeared and sat back down into his throne to think about what has just occurred.

" grim is my opposite he is what I could have been one of is bound to destroy the other that ca- no it will end that way-from dust we were born to dust we return.

So little authors note at the end here order HK66 stands for hunter killer protocol and yes it is based on order sixty six from Star Wars, still HK66 has a ring to it doesn't it. 


	24. Grim beginnings of war

The next day, grim had stuck to his promise, and was taking on all of the teams at beacon at the same time. Though not before he and the other teams got to work helping with repairing everything, after that was done though grim called the students of beacon together to show off a new technique of his.

" you know you all have the advantage of numbers, but let me show you a little trick I picked up from Flynt something that will make this harder on all of us. Grim then split his shadow into a dozen different versions of himself to take on all the known and unknown teams. For hours grim trained each team, with team RWBY doing the best and all teams generally doing well. Although Jaune and cardins team had some trouble fighting grim for the first time they did Manage to hold their own accomplishing what Grim wanted everyone to do. At the end of the day grim held a speech in front of all of those who went to beacon.

" today we rebuilt Our school our city, today we came together and became stronger, today we prepared for war, and I am proud to say that all of us together now are ready for what is coming humanity is strong, and we will prove that when Therist attacks again. Grim then stepped away from the Podium, as clapping followed his speech and himself as he walked away. Aside from rebuilding in the morning and training in the afternoon nothing yet was done at night, though a date between yang and atrail was happening.

" so your part Grimm like grim is Huh? So does that mean you knew him when you were younger? Atrail nodded at yangs question and ran a hand through his now braided red hair.

" grim and I went to the same orphanage together and it was hell, Tch I don't blame him for not sharing the full details the physical and mental abuse we suffered there could drive a lesser man insane let alone what it would do to a normal child. Yang frowned at this and laid a hand on Atrails shoulder.

" you don't have to talk about it if you don't want to. Atrail chuckled at this and took a sip of his drink before speaking again.

" oh no it's fine even grim has no idea what happened to me, and keeping it inside will only make it worse, the short and narrow of it is I was sold as a slave. Yang bolted upright after hearing the word slave, her eyes and hair burning as she stared at atrail.

" YOU WERE A WHAT! Atrail chuckled at yangs anger and rose an eye brow at her as he finished eating his dinner.

" damn grim wasn't kidding that'd I would like you, your hot when your pissed. Yangs eyes Quickly turned back to a shade of purple as she heard this, with her face turning red in response as a blush built up.

" oh um thank you, sorry for my outburst junior. Junior sighed at this as he Got up from the floor and shook his head.

" no problem blonde I'm getting used to people blowing up my shit by now, please continue your date. Atrail smiled as he grabbed yang and brought her over to the dance floor of the club, which was now playing a soft song as they danced.

" as I was saying, I was taken as a slave by a necromancer. As atrail spoke, he spun yang around before bringing her close as he spoke in her ear.

" so the necromancer took me, and branded me as his student with this mark on my face, forever reminding people that I am part death stalker, but that's not the only reason why he took me. Atrail then Went quiet for a few seconds, before speaking again as yang stared up at him wide eyed.

" He then changed my semblance from whatever it was, to necromancy, and then from there He thought I would comply and sever him, luckily for me some one came to save me, my boss. Yangs eyes widened at this as the song ended and grabbed atrail by the scruff of his dress shirt.

" who is she why does she sound so much like summer rose?! Atrail chuckled at this and quickly kissed yang, stunning her as she let him go. Atrail then Smiled at yang,before He disappeared into a white portal which popped up behind him.

" can't tell you that, oh but call me we should do this again. Yang blushed as she put a hand to her lips, before turning to glare at a smirking junior.

" you saw nothing! Junior chuckled at this and shook his head as he cleaned a glass.

" whatever you say blonde, but I'm pretty sure You had fun. Yang growled at this and rolled her eyes as she walked outside to get ready to leave. Meanwhile else where that night, grim was fighting against his shadow clones, and was making Some progress fighting against himself, at least until a twig snapping caught his attention.

" who goes there show your self your out numbered. After a few seconds, the spectator revealed themselves to be Pyrrha with both her eyes glowing orange, making grim and his shadow clones raise their scythes at her.

" Whoever is in that body what have you done to Pyrrha. Pyrrhas body smirked and walked towards grim with a smile.

" she wasn't wrong you are very good at what you do, I'm sorry we couldn't meet in person but right now I'm Amber or what's left of Amber anyway. Grims clones quickly faded at this, and grim walked forward to look at Pyrrhas body.

" this should be impossible, then again your aura was given to Pyrrha so perhaps this is destiny, That aside why are you in control of Pyrrhas body Amber? Amber smiled with Pyrrhas body again and tilted her head.

" oh you mean besides wanting to meet you, Nothing really other then telling you I'm in Pyrrhas head with her. Grim nodded and Held out a hand to Amber who in turn took it and shook it.

" a pleasure to meet you, I'm sorry Therist stole your body. Amber smiled at grims words and shrugged at this, as her eyes started to change back to their new normal of green and orange.

" meh what can he do with a dead body bring back the dead. Amber then faded away, as Pyrrha came back into control.

" well that was refreshing, wouldn't you say. Grim nodded and chuckled as he poked Pyrrhas forehead.

" and here you thought you were a normal celebrity when it turns out you got another girl in your head. Pyrrha rolled her eyes at this and laughed as she turned back towards the school.

" very funny well goodnight grim have fun training. Grim waited for a few moments before he was sure Pyrrha was gone before he spoke again.

" you can all come out now. After grim said this, the three members of team RWBY still at the school fell out of a tree and landed at grims feet, followed shortly by Zwei, and then finally ranma.

" first off how did that tree hold up ranma for so long? That aside, how's your night girls. The three girls all blushed as grim looked at them, and Ruby spoke up as she stood up.

" welllll we got bored and since yang is on a date we figured we watched you train. Grim raised an eye brow at this and face palmed.

" I guess I can understand that but you must really get your sleep. Blake frowned at this and crossed her arms as she stepped in front of grim.

" look who's talking, you Haven't been getting any sleep lately. Grim growled at this and took off his mask to glare at the girls.

" I need to train to be ready to fight Therist. Weiss nodded at this but stepped forward just as Blake did.

" don't you think your over doing it a bit? Grim shook his head no but as he raised his hand to put his mask back on, Ruby hugged him across his waist.

" pwease come get some sleep. Grim cringed hearing rubys plea, and sighed as he gave into her puppy dog eyes.

" ah alright I'll Go to bed then just stop with the puppy dog eyes, come on Zwei, ranma it's bed time. As the six went back towards the school to sleep, others were planning and creating.

" cinder come in here please bring my blood as well. Therist, was in his throne room, with ambers body at his feet, much to the surprise of cinder who brought Therist his blood.

" master what are you doing with her body? Therist sighed and ran a hand on his back after hearing this, as he stared at ambers body.

" I'm in need of a new general that's powerful so I figured why not create one. Cinders eyes widened at this as she stared at Ambers body.

" can you really create new life with a dead body? Therist chuckled but grimaced as he nodded.

" yes but it takes a tremendous amount of power to do so, one of my followers tried to bring back with this method by kidnapping children and turning their semblance so into his own, so that they could all harness the necromancy, and bring me back, however something went wrong, and some one managed to track down and kill my necromancer, leaving me with the only knowledgeable ritual to bring people back without the same semblance as him. Cinder nodded at this, and watched in awe as Therist traced runes all over ambers body with his blood.

" from the darkest night, to the shadows of all, I summon a familiar to make my enemies fall! After Therist finished saying this ambers body began to change, growing more mature, and changing color. Ambers hair turned black with streaks of white with it, while her skin turned white, and her eyes red.

" What the hell what am I doing alive again where am I? Therist laughed at the new woman's confusion and Lifted her face up with his claws.

" well, well,well looks like the ritual worked after all welcome back to the land of the living my mate. The newly revived Grimm woman growled at therists words and left at his throat, only to be forced back to the ground with a snap of his fingers.

" now Salem darling I hardly expected to bring you back from the dead, but this will make my revenge, and the destruction of humanity and the Faunus so much sweeter. Salem growled at this and Once again tried to attack Therist, only for Therist to flick his wrist, sending her into the wall.

" always so spirited aren't you, since when were you ever in control of my actions my dear? Hmm well I don't need your compliance to make you work for me, for you see, my blood can make anyone who's injected with it my pawn, controlled like a puppet on a string and now, your my new toy once again ! Therist then began to laugh maliciously as he took control over salems body before finally resting.

" now my dear I have an infiltration mission for you to complete go to atlas and await my orders. Salem bowed as he eyes shined a dark red, before disappearing into the shadows while cinder looked at her master with worry.

" master you look ill are you alright? Therist sighed and waved away cinders concern as he stood up.

" yes I'm alright princess now go do something to prepare for the Invasion at atlas vale might have withstood my return but atlas will fall to the shadows in a months time, and I want you to be ready for it. Cinder nodded and Bowed to Therist before fading into the shadows as well, as soon as cinder was gone ying -yang appeared once more.

" feeling the soul crushing effects of a broken heart big bro. Therist growled at this and drove his sword through ying yangs spirit and into the wall.

" shut your mouth you abandoned me and everything the Grimm tribes once stood for. Ying yang rolled his eyes at this and sighed as he walked out of therists blade and sat on his throne.

" we've gone over this a thousand times Therist, literally, I was free to do what I wanted when I turned twenty one. Therist laughed hollowly at this and glared at his brother with hatred.

" I don't give a damn that you left, I don't give a damn that you chose to stay with humanity, I killed father and mother the day he called you to be the new king, Because the title was originally mine, it was my birth right, and to make things worse you chose humanity over your own people, you spit on our kingdom and left us to rot. Ying yangs apparition flared a bright white at therists word, and therist as a result was pinned against the wall.

" DO NOT SPEAK AS IF I HATED OUR RACE, I DIDN'T LEAVE OUR KINGDOM TO ROT, BUT THE WAR YOU CAUSED, TURNED US ON THE PATH TO DARKNESS, CAN YOU NOT SEE WHAT YOU HAVE BECOME, or do you just not accept what you have done yet? Therist remained quiet at this, and ying yang snorted before dropping him to the ground.

" I should have killed you a thousand years ago, because my real brother died the day he let hatred consume him. Ying yang then faded away, leaving Therist to ponder his thoughts.

" I may have this power and my armies but what good are they if I End up winning and destroying everything to turn it to my own vision, what will I have accomplished in the end? But proving that I am a monster... No No you won't get to me brother I will bathe remanent in shadow and I will rule as the one true leader. Content with his hatred, Therist went to his quarters and laid down to sleep. A month later and things for both sides were going well, grim had trained beacons teams to the point of being Able to take on a normal or powerful shadow user, though it wouldn't be quit enough to take on cinder or Therist. Therist on the other hand, had amassed a huge army of Grimm just outside atlas walls and grinned as he Looked towards the distance, and contacted Salem.

" Salem my dearest would you mind lowering the shields without anyone noticing thanks hon. Therists smile then grew as his eyes allowed him to watch the shield fall.

" good Now then let the attack commence. After Therist said this, hundreds of Grimm amassed out of the shadows and charged towards the walls of atlas. At first the Robotic defenses of atlas did a great job of eliminating the Grimm in waves but this was what therist wanted, as he contacted cinder.

" excute Order HK66 once more, but leave the android out of it for now she will be a last resort. Cinder bowed on the scroll, before activating the order once again causing the robotic defenses of atlas to turn on itself. One hour later, and a distress message was picked up by Ozpin who called all of beacon together to listen to the message.

" any one who can receive this message please send help, were being over run-brzzzt- Therist has activated order HK66 bbbrzt- our defenses are down, and we're falling back trying to by time for the rest of the city to evacuate, the council room is surrounded but they should Be fine they've locked themselves up tight. Please we need assistance if we are going to survi- before ironwood could finish his message, a dust bolt collided with his scroll cutting the feed. The entirety of beacon stayed quiet at this waiting for Ozpin to speak as he sighed deeply.

" we can't make it in time. Immediately the hall erupted in yells of protest which were just as quickly silenced as grim rose into the air and shouted.

" SILENCE YOU FOOLISH CHILDREN OR I WILL EAT YOUR SOULS. Ozpin coughed after grim said this, calming him down, before speaking again.

" But grim and nocturne can handle transporting two teams there to provide aid, now then who shall go. Grim raised his hand at this and quickly pointed at team RWBY.

" I have already chosen, my father probably is already choosing his old team as well. Nocturnes chuckle could then be heard as he appeared by grim with his old friends.

" right you are and we're ready to go. Ozpin nodded and smiled as he sipped his tea.

" very well you may go now, and be safe. The two groups then left together Tavel shadowing a large distance to atlas. As they exited the shadow realm, Both grims and nocturnes groups landed on the roof of the school of atlas, as they did therists voice rang out.

" hold! Well well well, grim nocturne it's good to see you both today. Therist then walked through his army, until he was in front of the school, looking up at the two groups.

" so have you come to surrender yourselves? Grim chuckled at therists words, before charging up his aura, causing a white glow to cover his body.

" you'll die on this day Therist. Therist grimaced at grims words and waved his arm at them.

" open fire kill them all but leave grim alive. After saying this, the robots and new grimm opened fire on the two groups. But, both nocturne and grim launched their groups into the air with their shadows saving the two groups from any harm. While they were in the air, the two groups didn't waste any time and opened fire on the robots and Grimm, taking out scores of them, Grimm and nocturne in turn also used their shadows to clear a wide path for them to land. As they landed grim smirked at a glaring Therist and pointed his scythe at him.

" ready to face justice. Therist grit his teeth at this, and faded into the shadows but not before Signaling his Grimm to charge. Seeing this grim grinned as he changed his scythe to its dual pistol form, and then turned to team RWBY.

" ready for this? Grim received a nod in response to this , before suddenly turning around and sprinting towards the Grimm and robots, opening fire on them as he did. Seeing this, team RWBY followed his example and ran with grim firing at the enemy forces as they ran toward them. Nocturnes group in turn, split up and each ran at a section of the enemy forces. Raven used her portals, to quick travel around the battle field, allowing her to kill a few Enemies at different positions each time she did, as she quickly exited her portals with a slash of her sword. Qrow changed his sword to his scythe form, and used it with deadly efficiency, as he was able to fluidly Swing his scythe around with ease, Chopping beowolfs, ursa, griffin, and a few new Grimm as well to pieces. At one point, Qrows attacks left him open to an attack and the Grimm tried to take advantage of this, only for Shotgun blasts to slam into their sides knocking them away from Qrow as they died. Nocturne then rose out of Qrows shadow and gave him a nod, before fading into the shadows once more to attack the enemy in secret. Taiyang meanwhile, had found himself surrounded by Grimm and chuckled as he looked around.

" well this certainly does look Grimm doesn't it? The Grimm all growled at taiyang so joke and charged at him. However instead of overwhelmed him, they were all knocked back as taiyang had done a spin kick just before they reached him, snapping the necks of any Grimm that was on the receiving end of the attack. Seeing a dozen of their own being taken out from one attack, the Grimm growled and circled around taiyang who chuckled at their reaction.

" yeah don't judge a book by its cover now then who's ready for an ass kicking? Meanwhile, on the other side of the battle field, team RWBY and grim had stuck together until they had to reload, at which point, grim changed his weapon back to its scythe form and slashed a wide Range in front of him. This allowed team RWBY to assemble a shield wall of sorts, as Ruby jumped over grim and Rammed her scythe into the ground, before beginning to fire it at the robots and Grimm charging at them. Yang meanwhile, took the left flank, fighting back any Grimm that got close to Ruby, likewise Blake took the right side, and with her decoys, was able to distract and take out a great deal of Grimm as she sent her decoys to attack them, causing anyone who attacked a decoy, to become confused, until Blake drove her blade through their skulls. Weiss meanwhile, covered their backs, using her glyphs to bounce around the battle field, allowing her to take out Enemy's in the air or on the ground. As Ruby Pulled her scythe out of the ground, she ran straight forward with grim, the two cutting a dusty And oily line through the oncoming enemies. As they both used their scythes in practiced unison, both ducked each others swings at different times, allowing for a perfect defense to be formed as the two worked together. Seeing this from the hill he was watching the battle on, Therist stood up and turned to his compatriots.

" scar join the battle, Salem , cinder, Roman, and neo stay here, I'm joking as well. Therist then shadow traveled quickly towards grim, ready to seperate him and Ruby. However grim felt his aura coming, and smacked Therist out of the shadow realm, and to the ground.

" surprise bitch, my dad taught me how to sense your ass when you use your shadows. Therist chuckled evilly at this and wiped the blood away from his mouth.

" Tch so you've gotten skilled don't get cocky, because I still have some tricks. Therist then darted forward and grabbed grim by his throat before dragging him into the sky, making Ruby stare up in anger which, left her open for attack at least until, her team surrounded her In protective circle.

" Ruby grim can handle himself focus on the battle. Ruby frowned but nodded at yang before Yelling in anger and attacking the Grimm once again. Meanwhile Therist threw grim across from him, and allowed him to grow shadow wings to fly.

" you see I wanted to fight you alone, the little maggots down there would only get in the way. Grim growled at this and transformed his scythe into its sickles form and glared at Therist.

" oh is that it are you sure you just aren't afraid of our combined might? Therist growled at this and pointed his sword at grim.

" watch it you little shit, I may need you alive but I can kill your friends. Grim didn't respond to this, instead he flew towards Therist and the two clashed in a flash of white and black. Meanwhile inside of the school, ironwood stood with half of his body revealed to be robotic watching the last of the civilians board the ships.

" winter what's left of our soldiers? Winter came forward and sighed as she looked around.

" It appears that there's only fifty of us left sir I'm not sure if we can win this. Ironwood clenched his fit at this and glared outside at the ongoing battle.

" we have Paladins stored here, use them, as for you winter Go join the civillians.

Winters eyes widened at this and she tried to protest.

" but sir!? You'll die if we stay here. Ironwood nodded and grimaced as he looked around.

" I know this, it was due to my ignorance that Therist returned, so I shall pay the price today, take penny and her father with you. Winter glared at ironwood, and slapped him causing him to jerk back in surprise.

" To hell with orders and the military, I served you loyally and put my faith into you, I'll be dammed if I leave you here to die, if we're going to die , it's going to be together. Ironwood chuckled at this and nodded as he gestured for the remaining soliders to follow him or to go to a paladin as he himself got into one.

" very well then to battle we go.

As they walked towards the door, penny stepped in front of them.

" wait I want to help as well. Ironwood opens his mouth to speak, but before he could Pennys father came forward.

" penny its to dangerous out there please just lets leave. Penny for the first time turned to her father and glared at him.

" no my friends are out there fighting for us, I'm not going to let them die! Pennys father sighed at this and A tear rolled down his cheek as he nodded.

" very well go with them fight, just try to come back to me in one piece. Penny nodded and ran to her father to hug him.

" thanks daddy I love you. Pennys father nodded and was led away to the last ship as penny turned to ironwood.

" I'm combat ready sir! Ironwood smiled and nodded, before kicking down the schools door.

" charge! Ironwood and his remaining comrades charged out of the school, and ran towards the line of the enemy, surprising the Grimm and at first overwhelming them, as the few Paladins the Atlesian soliders had provided them with a great advantage. Penny herself was making a dent in enemy forces as she used her knives and her energy blasts to wipe out anything she could. Meanwhile back up in the air, Therist and grim had battled for ten minutes or so, though it seemed longer as in the air, they seemed to be even matched as they locked into multiple stalemates.

" seems ironwood is ready to die after all. Grim laughed at this and Glared at Therist as They circled each other once more.

" die? Seems the fight is starting to turn in our favor? Therist laughed this time as he backed away from grim and gestured to the fight.

" please all you would have down is save the civilians, no matter what atlas would have fallen especially after I called in the thunder bird. Therist then whistled, causing the thunder bird to fly towards its master as it came out of a shadow portal, dropping Grimm and sending lighting into buildings destroying them. Grims eyes widened at this but before he went to fight the avian monster, Therist spoke again.

" and that's not all I had planned grim for you see penny is infected with the virus as well, cinder activate order AHK 66. Following his orders, cinder activated Pennys virus allowing her to control penny, who's next target was ironwood in his paladin, who she quickly blasted. Ironwood as a result, was sent flying into the dirt as his aura depleted, leaving him vulnerable as penny stalked forward. As she did, winter ran forward to attack penny, only to be blasted aside and back into the school making Weiss Scream in horror.

" winter NO! Weiss then bolted towards the school to see if her sister was alright, as penny neared ironwood.

" penny please despite everything you were always a real girl don't let this evil control you. Pennys eyes changed color for half a second, before she once again charged up her laser and fired it point blank at ironwood. However instead of killing ironwood, penny instead had hit grim who flew down to block the attack. This however left grim shirtless and weakened as his mask began to crack.

" good shot...penny try... To hit ...Therist next time. Grim then collapsed as his mask shattered, causing penny and ironwood and anyone else who witnessed the event to stare at him in horror. Except of course Therist who just laughed at grims state.

" ha you see what fighting for the light gets you, do you see why you are weak? Ohoho nothing could make this moment better now penny finish ironwood off. Penny hesitated and shook her head no stepping in front of ironwood.

" pardon my language but fuck you! Therist growled at this and then laughed as he grabbed his sword.

" well you know it makes no difference to me. Therist then stabbed downwards, only to impale grim instead of penny.

" your- plans die with me. Therist and anyone who was watching gasped in shock and anger at this.

" what you insolent little brat, my plans will not die with you this just represents the opportunity to capture you. Therist then removed his sword from grims gut and reached out to grab him but before he could a white flash blinded him.

" what! That light where is it-. As Therist turned around, he saw Ruby covered in a white light and grit his teeth in anger.

" no impossible! Therist then whistled and pointed at Ruby sending the thunderbird to attack her but as it flew at her, Ruby split in half with her light, before slamming into Therist and sending him flying, until he crashed with an explosion of white light. Now that the immediate danger was done, Ruby hugged grim to her chest and began to cry, until nocturne appeared in front of her.

" Ruby we need to get everyone out of here and retreat if we want grim to live. Ruby nodded and wiped her tears away as everyone came forwards them and formed a circle around her, penny, ironwood, grim, Weiss , and winter. Nocturne then nodded and opened a shadow portal allowing the injured to leave first, then the teams, and finally the soliders when nocturne was the only one left, he quickly became surrounded by Grimm and robots however, Therist was the one who landed angrilily in front of him, with white fire burning at his skin.

" that little bitch has Montys light doesn't she, how did she get it nocturne just tell me and I'll let you leave in one price. Nocturne chuckled at therists anger and grinned at him.

" to be honest I don't know my self you'd have to ask summer but I reckon she gave it to Ruby as a baby, because unlike you ying yangs son Monty gave up his power to some one else to hold so that power can be transferred willingly. So you have no hope of obtaining it or snuffing it out. Therist growled at this and went to attack nocturne, only for Roman to appear and block the blow.

" that's enough out of you. Nocturne and Therist both stared at Roman in shock and Roman chuckled as he lit a cigar.

" yep I've been working for grim since he attacked me on the docks. Therist growled at this, before laughing as he looked at Roman.

" really you chose them over us what is there to gain from joining the hunters. Roman chuckled once more,and took a drag from his cigar before Looking Therist in the eyes.

" your a fool, if you think I was ever in this for the gain, I'm in this because of what I can't afford to loose. Therist stared at Roman for a moment before raising his sword and grinning at him.

" does that include your life. Roman grinned and flicked his cigar to the side before Pressing a button on his cane.

" not anymore. Roman then was swarmed by robotic parts as his custom made paladin was built around him. When the mech was done, it looks a lot like Roman with the exception of the head having Romans symbol as the visor.

" Nocturne get out of here I'll hold him off. Nocturne Shook his head at this and went to close the shadow portal but as he did, Roman sucker punched him into it, closing it and sending nocturne back to vale, leaving Roman virtually alone. Therist chuckled at this as he swung his sword around, and Got into a stance as Roman drew a giant knife from his Paladins side.

"I'm ready to die Therist are you? Therist laughed at this, before shadow traveling behind Roman, unknown to Therist however was the fact that Roman had camera attached to His mech. This allowed Roman to see Therist as he emerged from the shadows and gave him just enough to time block therists attack. Therist growled in response at this, and tried several more times to use his shadow powers to try and achieve victory but, nothing Seemed to give him the edge. However, after realizing that he couldn't end the fight fast, Therist traded for more brutal methods, as he battled fiercely with Roman Both attacking hard and trying to disable the other. After a while, Roman managed to slip up, and Therist gained the advantage, as he sliced Romans mech across the chest, sending the nerve responders into a haywire mess as they shocked Roman. Therist grinned evilly at Romans crus of pain and lifted Romans mech up with his shadows.

" yes yes scream let me enjoy your pain, now then time to die. Roman Chuckled in between his pained gasps and pressed a button inside his paladin, causing him to be ejected, as the paladin exploded in a ball of fire. When the smoke cleared, Roman was leaning up against a boulder breathing heavily, and Therist was standing in front of him with half of his mask gone.

" you know You depleted my aura, not that that matters as your about to die. Therist then Brought his sword back to himself before raising it in the air.

" any last words before I snuff out the torch. Roman chuckled and slowly lit one last cigar while grinning.

" I'll see you in hell. Therist growled at this and glared before he stabbed downwards.

" no you won't. Therists sword then slammed into Romans chest who in response shattered into glass shards making Therist roar.

" Damn it! Damn YOU TORCHWICK. Angry that both his prey and the traitors escaped, Therist turned around and walked towards the council building with cinder and Salem at his side.

" scavenge the city bring me anyone you find while I kill the council. Therist then used what little aura he had left, to use shadows to travel under the heavily barricade door as he entered the room. As Therist entered the room, he sent his scroll to record and left it on live stream to show all of the kingdoms what he was about to do as he removed his mask.

" welcome council members of atlas, to hell! What happened next would haunt people for generations, as Therists shadow was seen, as he unhinged his jaw and Tore out the throats of the council members. When Therist came back into view of the scroll, Blood could be seen around his mouth as he put his mask back on.

" atlas was just the first who will be next well you better be prepared, because I am coming, and if you resist me you will die just as they have. Therist then stopped the recording and left the building, meeting cinder and Salem outside.

" do you have something for me? Cinder and Salem nodded and led Therist to the jail of atlas.

" there's a man here who wants to see you. Therist nodded and headed inside and found a light purple skinned, black haired man grinning at him.

" so your Therist hmm your my idol. Therist raised an eyebrow at this and tilted his head.

" I'm your idol why, why are you in here? The man grinned and licked his fangs as he shrugged.

" oh you know killed a team of hunters and fed their bodies to the Grimm for fun. Therist chuckled at this and Sat down in a near by chair as he looked at the man.

" hmm perhaps I could use some one like you tell me what is your name? The man in the cell smiled and bowed, taking off his purple hat and fixing his purple Leather coat.

" victor violet at your service m'lord how may I serve you. Therist grinned at his introduction, and sliced victors cell apart freeing him.

" return with me to my base Become another one of my generals, and help me take control of remanent. Victor grinned and nodded as he shook therists hand.

" it's a deal my lord. Therist nodded and smiled.

" good then as your first mission, I'm sending you to Vale to inject grim reaper with my blood, afterwords he should listen to you, bring him back to me, i will be watching if you need assistance I will come to your aid. Victor saluted and grinned as Therist opened a shadow portal under him sending him to vale, after this Therist turned back to cinder and Salem.

" we shall stay here for the night, and then go back to my pyramid to continue planning. Therist then Walked towards the atlas school Ready for some rest after his long fight. Five hours later, and grim was in the hospital alone, as visitor time was currently over, when victor entered a room dressed as a nurse.

" man it was a bitch to sneak in here but your ours now little grim. Victor then pulled out the syringe of blood from his brocket and injected it into grim. Almost immediately, Grims veins turned black and his skin started to turn white as this happened though an alarm went off.

" shit I have to hide, I'll meet you outside when your done in here. As the alarm went off grim opened his eyes revealing them to be red as a new mask, made of shadows covered his face, just as the power went out. When the power did go out a nurse rushed into his room with a flash light and a baton in her hand.

" mister reaper are you alright-. The nurse however never got to finish her sentence, as the shadows pierced her frame and dragged her into the darkness silencing her. The new feral grim then allowed his shadows to creep down the hall as he shut down all power and made it dark Allowing him to kill anyone he found in the hospital. Meanwhile else where, team RWBY was currently in the cafeteria talking about the battle with Nocturne, Qrow,Winter,Ironwood,penny,Raven, Roman, neo,and taiyang.

" I hope grims alright, the hospital did say they could save him but. However before Ruby could finish her sentence, yang hugged her to help her calm down.

" hey sis he'll be fine he's a fighter. Nocturne stayed silent over at his table, much to the dismay of the others.

" you know I may be an ex criminal but everyone needs to talk about their problems, I mean I did with neo. Roman then waved to neo who was seated with team RWBY, who in response waved back and smiled.

" you should talk to your friends nocturne. Nocturne sighed and opened his mouth to speak, before freezing as a look of shock crossed his face.

" some ones slaughtered people in the hospital. Nocturne then opened a shadow portal and traveled over to the hospital. Hearing what nocturne said team RWBY left as well leaving most of team Qrts alone, with Roman, neo, ironwood,winter,and penny.

" well You should probably go help me and the others are injured or knocked out the princess over there certainly is, ironwood and I are beat up to shit neo won't leave me, and penny won't leave the general. Qrow sighed at this and took a drink from his flask before turning to the others, Raven, tai, lets go save our family shall we? The others nodded and Raven opened up a red portal for the group to travel through. When both groups arrived at the hospital, they found it to be burning making some of them their cry. Nocturne meanwhile clenched his fist in anger and punched the ground leaving cracks in the cement.

" DAMN IT, damn you Therist. Laughter followed Nocturnes sentence, as Therist appeared before him.

" why so glum chum, mad cause you lost your son. Nocturne went to attack Therist but was Stopped as victors knife Stopped his scythe.

" sorry friend but I can't let ya hurt my boss , Man grim didn't even put up a fight though so I can understand your anger. Ruby gasped at this and tears filled her eyes as yang turned and glared at victor.

" shut your stupid mouth! Victor turned and grinned at yang as he Grabbed his second knife.

" you remind me of this blonde kid I killed once she had a lot of spirit to until I snuffed it out. This was yangs breaking point as she ran forward to punch victor, but he saw this coming as he dodged her punch and sliced her right arm off .

" looks like you've been disarmed. Therist growled at victors pun and slapped him upside the head before turning to the two groups as he threw yang towards them.

" Grim is mine now and if anyone from here on in resists me they will receive much worse then a severed arm let this be a warning to you all. Therist then disappeared with victor into the shadows leaving the two groups with nothing but sorrow and pain.


	25. Grim Allies

Else where that night in a secret location, Atrail was rewinding and watching the battle over and over again, not able to stop from feeling angry as he saw therists actions.

" why- why didn't we help them? The woman in white stepped out of the shadows of the room and laid a hand on atrails shoulder.

" this attack was to fast, and the damage was already done, no one expected what Therist did tonight, and it's far to early to reveal your team to the enemy. Atrail scoffed at this and punched the wall In anger as he walked away from his boss.

" we still could have helped them, but no I had to sit and watch my family, and my girlfriend get injured, how is that the right decision!? The woman in white sighed at atrails words and was going to let him leave, until another voice spoke.

" you angry young Atrail, anger leads to sorrow, and sorrow can lead to pain. Atrails eyes widened as he quickly turned and bowed to the new person in the room.

" master Xander forgive me for my lapse of emotion but, we must do something. Xander smiled, and a white light appeared over his hand as he laid it on atrails forehead.

" may light watch over you and guide you in your time of need, I give you my blessing to invite them here, it is time that the issue of Therist was dealt with once and for all. Atrail bowed to Xander once more before standing up and opening a portal to leave the base. As Atrail left, Xander turned to the woman in white and chuckled at her.

" your students are always a bit excited and adventurous like you ain't they hmm? The woman in white rolled her eyes at Xander and sat down in the computer chair to re watch the battle.

" I haven't been excited in a long time Xander you know that. Xander frowned at this and sighed as he laid a hand on the woman in whites shoulder.

" you miss your friends? And it appears you miss some one even more then Ruby yang or taiyang?, is it because Raven is back. The woman in white stiffened and shook her head as she stood up.

" I have no idea what your talking about. Xander chuckled at this and formed a heart out of light, which he spun around as he spoke.

" please child I am a thousand years old just like most of the disciples here, I do understand you young people even if the only children we pick up from the orphanages and yourself are the young ones here. The woman in white chuckled at this and stood up from the computer chair as she turned to Xander.

" fine your right I may have had feelings for nocturne once. Xander rose an eyebrow at this, and looked unconvinced.

" may have had or still have dear, you couldn't stay away from him a month ago. The woman in white eeped in response, and a blush built up under her mask.

" you were watching me! Xander chuckled and nodded as He sat down in the chair before speaking.

" of course I always am watching everyone who is at this temple, it is my job as high lord of the lumini after all, and it would be a shame to fail the duty ying yang gave to me a thousand years ago. The woman in white frowned at this under her mask, and hesitated to speak.

" if I didn't have Montys powers passed on to me would you still have saved me? Xander's eyes widened at this and he quickly stood up before hugging her as he spoke.

" why of course my child, I was going to save you that day no matter what, finding out that Monty chose your bloodline to carry his power, and him giving it to your great great grandfather, which as a result had it come to you before you gave it willingly to Ruby, was just a happy detail, yes Montys power was important just like his father ying-yang, he could control light and bend it to his will, and that is why people remember him over ying yang most of the times, as Monty had been very public about his use of helping others with his light, and his inspiration, he will forever be remembered as a hero, just as you were remembered as a hero when they thought you died. The woman in white stayed silent at this before hugging Xander tight and pulling away.

" thanks for the talk old man, I feel better now. Xander smiled and waved a hand at her title for him.

" yes yes I know I'm kind and old, now Go prepare yourself to be reintroduced to the world once more Atrail will be here within a few hours I suspect. The woman in white bowed to Xander before standing and leaving the room. Once he was sure she was gone, Xander turned around and paused the video on the exact second grim transformed after therists blood was given to him.

" Oum give them the strength to do what is right and may the light guide them, for there will be much pain and fear in the future. Meanwhile in vale, Atrail was currently sitting next to yangs bed, silently crying into his arm, when yang coughed and woke up, making Atrail stiffen, as he stopped crying and smiled.

" hey there how's it yanging. Yang chuckled at his pun and then frowned as she looked down at herself.

" not to good Atrail, Look at me, what good am I with one arm. Atrail grit his teeth at her words and clenched his fists.

" hey now - don't say that We can make you a new arm it won't take long. Yang nodded but her frowned stayed as she looked out the window.

" yeah sure, but what difference does it make? Therist has grim again, and he's destroyed the Atlesian government, and most of its army, not to mention Therist still has his robot forces and his new Grimm, this situation just looks so hopeless. Atrail growled at this and slammed his fist into the wall, putting a hole into it as a result.

" don't Say that yang, I refuse to give up on this fight, and I refuse to give up you we will get through this I promise, now wait here I'll be right back. Atrail then left the room and walked down the hall to ironwoods room.

" Mr. Ironwood sir, may I come in. There was silence for a moment, before Ironwood answered Atrail.

" you can come in. Atrail smiled at this, before opening the door.

" I have something I wish to speak with you about sir. Ironwood nodded at this and gestured for Atrail to sit down.

" by all means go ahead, I won't be getting out of here for a few more hours. Atrail nodded at this, as he took the invitation to sit before speaking again.

" I was wondering where you got your robotic half from sir. Ironwoods eyes opened wider in surprise at this and he rose an eyebrow at Atrail.

" well that I wasn't expecting, but that answer is that Pennys father Geppetto made these repairs to my body. Atrail nodded, and tipped his fedora to ironwood, before beginning to leave the room.

" thank you muchly sir, hope you get out of here okay. Atrail then left the room, to go towards a hotel, not to far from the current hospital, where the refugees from atlas were staying.

" I hope he can make a new arm for yang and if he can't, then I will. Atrail then entered the hotel, and Rang the front desks bell.

" hello I'm looking for a man named Geppetto. The worker at the front desk smiled, and checked her list before looking up at Atrail.

" he's on the ground floor sir first room over In that hallway. Atrail smiled at this, and tipped his hat at the woman before heading over to Geppettos door and knocking on it.

" mr. Geppetto? Are you in there? Silence answered Atrail for a few seconds, before the door opened, and Geppetto stepped out.

" yes how may I help you? Atrail smiled at this and Took off his hat as he Looked at Geppetto before speaking.

" my girl-friend lost her arm, while trying to fight those attackers yesterday and I was wondering if-. Before Atrail could finish his sentence, Geppetto cut him off, as he raised his hand.

" I'll do it. Atrails eyes widened in surprise as he put his hat back on as he spoke.

" just like that, well how much do I owe you. Geppetto smiled kindly at Atrail and waved off his words.

" nothing grim saved my baby girl, he stopped penny from becoming therists pawn, and saved her life, so any friend of grims is a friend of mine. Atrail smiled at this and shook Geppettos hand in thanks.

" thank you sir, I'll go tell her the good news. Atrail then ran out of the hotel making Geppetto chuckle, as he went back into his room.

" ah young love. It only took about ten minutes, for Atrail to arrive at the hospital, however when he did, he found team RWBY in yangs room making Atrail frown.

" oh hey girls I- I'm sorry I wasn't able to come help yesterday. Ruby sniffled at atrails words and hugged him as she began to cry.

" it's okay, this was all- to sudden for all of us. Atrail frowned at the crying Ruby and patted her head as he hugged her back before, pulling away.

" don't worry red, we'll get grim back, and I have more good news Pennys father can rebuild yangs arm. Yangs eyes snapped up towards Atrail and she smiled at him sweetly.

" you went and asked for him to build me a new arm? Atrail blushed and nodded before speaking.

" if he couldn't I would have built one for you. Yangs smile got bigger at this as she gestured for Atrail to come towards her.

" well I think you deserve something for that. Then to the surprise in everyone in the room, yang passionately kissed Atrail. After a few minutes of kissing, yang pulled back for air, and Atrail fell back on to the floor with stars in his eyes. Blake chuckled at atrails expression and turned to yang.

" looks like you rocked his world. Yang chuckled at this and laid back down in her bed with a sigh of relief.

" well he certainly deserved it for what he's done. Weiss arched an eyebrow at this and giggled before becoming serious.

" this romantic comedy aside, what are we going to do next Therist has grim, and there's no way we can break into that pyramid a second time. Atrail, snapped out of his trance, after hearing weiss's words, and he stood up quickly as he spoke.

" my Boss wants to invite you guys to our base so you can meet her and our , snapped out of his trance, after hearing weiss's words, and he stood up quickly as he spoke.

" my Boss wants to invite you guys to our base so you can meet her and our orginization. All four girls stared in shock at Atrail and he began to sweat as they stared at him.

" erm did I say something wrong. Ruby shook her head at this and stood up as she grabbed atrails arm.

" quick lets go tell Ozpin so we can leave as soon as we can. Atrails eyes widened at this, as he stopped Ruby from pulling him and protested.

" woah woah, we should wait for yang to get her new arm first don't you think. Rubys eyes widened and she sweat dropped, before Poking her fingers together.

" oh yeah your right sorry yang. A few hours later, and yang had a brand new metal arm, which was pretty much entirely yellow except for the hand and the bottom, which she requested to be black. After yang had gotten her new arm, team RWBY had met in ozpins office, with Atrail and nocturne, to speak to Ozpin.

" good morning everyone, what's the matter. After Ozpin said this, Atrail stepped forward with a smile.

" well sir we were wondering if we could go on a mission far to the north, my boss wishes to invite us there. Ozpins eyes narrowed at this, and he turned around to think for about one minute before he answered.

" very well we shall go to the north, but it won't be easy with Grimm investing atlas, not to mention Therist will probably find out our movements and find them suspicious, but I shall leave Glynda in charge here, and team QRTS as well to help protect the school, nocturne may come with though. The group in the office cheered at this news, and the teens left to go prepare their supplies. As they left the room nocturne tilted his head and looked at Ozpin in confusion.

" why are you coming with Oz? Ozpin sipped his tea and smiled at nocturne knowingly.

" I wish to greet an old friend just as you do. Nocturne arched an eyebrow at this and smirked at Ozpin.

" so you knew it was her the hole time to huh. Ozpin smirked right back at nocturne and nodded.

" yes she like Ruby is terrible at hiding things so I knew. Nocturne chuckled at this and took off his mask as he sat down in front of Ozpin.

" I can't believe she's alive, and if she has been alive for all of this time what has she been doing. Ozpins face turned solid after hearing this, and he sipped his tea before speaking.

" if it kept her away, it must have been important. Nocturne nodded at this and put his mask back on as he stood up.

" well I'll go get ranma ready since he's fully grown now, we can fly him right past therists forces and get by unnoticed. Ozpin smiled at this and Finished his drink as he stood up.

" good thinking nocturne please do make sure that the saddle you put on him has seat belts, we don't need anyone falling off. Nocturne chuckled at this and waved a hand to dismiss Ozpins words.

" oh don't worry if anyone falls I can catch them. A half an hour later, and everything was packed and ready to go on ranma, as nocturne got on first to be the one to control ranma.

" alright everyone aboard the dragon. Ozpin chuckled at nocturne and got on second, followed by team RWBY and then lastly Atrail, who had to have yangs back Pushed up against his chest, as he got on last.

" you know I'm pretty sure you don't have to push back into me. Yang laughed at atrails words and turned her head over her shoulder to wink at him.

" well mabye I want to sit in your lap. Nocturne chuckled at the twos banter and patted ranma on the head.

" alright buddy time to go, fly north for now okay? Ranma Roared in response, and took off, flying quickly towards the north. However, when they got close to atlas they were definitely noticed by Therist as he came out of the school with a growl.

" a Godzilla, how - unless - grim found an egg! He had a damn pet Godzilla that Ozpins u sing right now, argh. Therist then took to the air after ranma and quickly caught up to him. Hearing wing beats in the air, Atrail turned around to see Therist and growled as he undid his seat belt.

" nocturne, go on with out me the base is inside the mountain a few miles north from here, knock on the wall next to a rose made of ice. Then to everyone's surprise, Atrail jumped off of ranma, and tackled Therist in the air.

" what's up motherfucker you owe me some blood. Therist growled as he and Atrail, exchanged blows and fought in the air as they fell together.

" you, your one of those half bloods that my brother always took in, tell me scum, do you know where the rest of your pathetic race is. Atrail growled and head butted Therist, Knocking him back a few feet in the air.

" Fuck you, I'm going to make you pay for what you did to grim. Therist Growled and Drew his sword, before slicing at Atrail, who blocked it with his tail as he spun around.

" you insolent worm, I'm going to kill you slowly. Atrail grinned as he wrapped his tail around therists throat, and used this to slam him into the ground.

" not before I kick your ass you bitch! Therist groaned as he got up out of the crater he created, before shooting his shadows at Atrail, Atrail in response, snapped his fingers, and a wall of bones shot out from his feet, protecting him from the shadows.

" that's not going to work so easily on me Therist. Atrail then snapped his fingers once more, and the skeletons of dead warriors rose out of the ground .

" sorry to fight and run but I have guests at my house. Atrail then pushed a button and dived into the portal that opened up behind him as the skeletal warriors held Therist of.

" you damned coward sending the dead to fight me argh I will find you. When atrial exited the portal, he found himself inside his bases entrance, with his boss, and the rest of the group, ranma included, waiting for him.

" am I really that predictable that you waited for me? The woman in white rolled her eyes and shook her head no.

" yang here wanted to wait until you came back before we went inside any further. Atrail smiled at this and winked at yang who smiled back at him as he walked forward.

" well I'm here so let's get this show on the road. However, as Atrail went to open the door to the inner sanctum, his boss stopped him with her arm.

" wait I have to show them something first. The woman in white then reached up and took off her mask to atrails surprise revealing her to indeed be summer rose. A mix of reactions happened after this, Ozpin, Blake,Weiss,and nocturne smiled in response, while Ruby and yang ran up to summer and hugged her.

" mom! Your alive why didn't you come see us sooner. Summer laughed softly and Ruffled Rubys hair before Pulling back from the sisters hug.

" well it's a long story, look at you both so tall and beautiful now, and you both have boy friends. Both girls blushed at this and summer nodded, leaving them alone for the moment, as she and nocturne locked eyes.

" hey there trouble maker. Summer chuckled at nocturnes response, and stood up to walk to him.

" so you've been missing me badly huh. Nocturne tilted his head at this, but that didn't stop summer from taking his mask off to reveal his blush.

" I uh yeah, I never forgave myself after that die I really thought you died. Nocturne then hugged summer tight to him.

" I'm so happy your alive! Summer blushed at the tight hug that nocturne was giving her and waved at Ozpin.

" hey oz how are you. Ozpin smiled and Sipped his tea before he spoke.

" I'm good as good as I can be considering the circumstances. Summer's face face but she nodded as she pulled out of nocturnes hug and smiled at him.

" so is this my daughters team. Nocturne chuckled and nodded.

" well yes but I'm not a teacher to them, that was... Grims job. Summer frowned at this and kissed nocturnes forehead before she spoke again.

" hey now we can get your son back I promise, so Ruby want to introduce me to your team before we go inside? Ruby nodded at this and grinned happily.

" sure this is Weiss, she's my best friend and the heiress to the schnee dust company. Weiss nodded and curtsied to summer before Ruby grabbed Blake.

" and this is Blake she's a cat Faunus. Summer smiled at the two and smiled at Ruby as she stood in front of her team.

" well you make quite a good team now come inside so I can introduce you to some one special. Summer then led the group inside, except for ranma, who had to stay at the entrance due to his summer lead them inside, they were greeted by an old man, with white skin, yellow eyes, black long hair, and a black and white cloak on.

" greetings visitors I am Xander bright high leader of the lumini. nocturne and Ozpin gasped at his words, while team RWBY looked at him with confusion.

" what's the lumini? Xander chuckled at the question and patted Rubys head.

" the lumini is a group of half human half Grimm, that have evolved to make a perfect mixture of the species thus leading to our white skin and yellow eyes, I am the first leader of the lumini under ying yang Oum,and you Ruby rose are Monty oums successor in his power of light. Rubys eyes widened in shock at this as team RWBY gasped.

"You mean what I did to that thunderbird, was me controlling light? Xander nodded and chuckled at their shocked expressions.

" yes, you activated your power through righteous fury, and used said power to demolish that Grimm and Do a lot of damage to therists aura. Rubys eyes widened at this along with the rest of team RWBY.

" but how did I get this power? Xander smiled and looked to summer who nodded as she spoke up.

" I gave it up to you, unlike the maidens power people with Montys or Ying yangs control over light can give away their power willingly, luckily enough Monty chose our ancestor to safeguard this power, and so when you were a baby, so that if anything happened to me, you could help protect nocturne,. Nocturnes eyes widened at this and he turned to Xander in shock.

" so what did happen to summer then all those years ago. Xander smiled and tapped his staff on the ground before speaking.

" it's not as long of a story as summer makes it out to be, when summer fell down that abyss, I opened up a portal, and saved her, from there we explained our situation in preparing for Therist, and she wanted to join us, so she has been here training , and waiting for something major involving Therist to rise up so we could act. Nocturne nodded at this and sighed as he rubbed his face.

" I guess that's okay she was just protecting the people she cared for. Team RWBY nodded as well and summer teared up as people accepted what had happened to her.

" thanks - for accepting what happened to me, I wasn't able to be around you for years, but I'll do my best to stick around now. Ruby and yang hugged summer as she began to cry, and nocturne joined in as well.

" summer it's alright we understand let it out. As summer cried and the group tried to calm her down, no one noticed red eyes disappearing into the shadows.

" so summer rose is alive, cinder come in, prepare the troops, and get me some dynamite.


	26. Grim Introductions

One hour later, and Xander was showing the new visitors around.

" down that hallway is the kitchen, the right hallway is the gym, the left hallway is the dorms, and the hallway behind us leads to the sparing arena. While Ruby and her team looked around at everything in awe, nocturne and summer walked hand in hand much to Xander's and Ozpins amusement.

" I bet you fifty lien they get together. Ozpin raised an eyebrow at Xander's words and shook his head.

" no deal you know as well as I do that those to have something. Xander nodded at this and chuckled as he shrugged.

" that I do, every day she was stuck in here she always either watched him, Ruby or Raven speaking of which, how do you think the others will react to Summer's return. Ozpin shrugged and sipped his tea.

" who knows but let's just hope Raven doesn't sink our ship here, she does have taiyang once again now, so tai shouldn't have an issue with nocturne and summer dating. Xander chuckled at this and tilted his head at Ozpin.

" is it bad that we hope those two get together. Ozpin thought about this for a moment, before he shook his head no.

" the last ship I supported became true(Arkos) so why not support this one, besides nocturnes been lonely for a long time he needs to smile again. Xander nodded at this and tapped his staff on the ground once more.

" very true, and with what's happened to grim I'm surprised he hasn't snapped yet. Ozpin chuckled at Xander's words, and shook his head.

" well now that summers back and his teams pretty much back together I think he'll be fine. As the two leaders talked, Atrail brought the group down to the sparing arena to see his team.

" they should just be finishing now, don't mind the guards. The group listened to Atrail and passed by the golden gilded guards, though Ozpin and nocturne noted Montys symbol on their armor.

" Xander do all guards have Montys symbol on their armor. Xander smiled at Ozpin and nodded in confirmation.

" indeed they do, the symbol reminds us to always try hard to move forward and to have hope for a better life. Ozpin nodded at this and smiled, just as they entered the arena, where atrails teammates were.

" team RWBY meet Team REAPER , grim would have been our leader, but I guess now the position goes to Elijah nightmare, then there's me, Penelope storm, Evan wolf, and Remus vulcan. Hearing their names, each member walked forward dressed in their Gear. Elijah Looked like a knight only with a blood red triangle visor, horns, and dark blue armor. Penelope, Had yellow hair, had on a shirt that was half yellow and half black, with grey sweat pants, and her mask, which was painted with yellow. Evan had a dark almost black skinned completion like a Grimm, brown hair, a Beowolf mask, a green vest, and green training pants. Remus, had a suit of white armor, red and orange trim, a gas mask, and orange hair. As they all stepped forward Elijah spoke first.

" Atrail where is grim we wish to see him again after being separated for so long. Atrail frowned at this and sighed as he looked at the floor.

" grims been captured by Therist. Elijah stayed silent at this, and walked away from the group as the others stepped forward. Penelope was the next to speak as lightning went through her hair.

" so you decided to go out without telling us, and somewhere down the line, because we Weren't ready,grim gets captured for it huh, give me one good reason why I shouldn't shock you. Atrail chuckled at this, and rubbed his head as he sweat dropped.

" I um- because we're technically family. Penelope scoffed at this but calmed down as she shook her head.

" consider your self lucky Atrail, oh and welcome to the base everyone. As Penelope sat down, and Evan stepped forward.

" I can smell sorrow and pain on you , I Know how you all feel hmm. Evan then sat down making those who didn't know him sweat drop. Atrail however just chuckled and shrugged.

" he's a werewolf, he can basically turn into a Beowolf, and he's very blunt so that's just Evan, and Remus, Remus doesn't talk. Remus nodded at this and made a cross with his fingers before pounding his chest. Ruby curious at his gestures asked Atrail what he did.

" what did that mean. Atrail chuckled and Smiled as he turned to the group.

" just that he's hoping for grims safe return, now team RWBY has met team REAPER, so team REAPER meet team RWBY, this here is their leader and grims girlfriend Ruby. Elijah Bowed at Ruby after Atrail said this, and Put his sword into the ground.

" an honor to meet you daughter of summer, it is good to know grim found himself, a proper woman. Ruby blushed at Elijah's words and smiled, at least until Penelope pushed him to the side.

" don't mind him he's an honor crazy doofus good to have you here. Evan and Remus nodded in agreement, before Atrail brought up Blake and yang

" this one here with the cat ears is Blake, and the hot blond one is my girlfriend. Penelope chuckled at this, having the only unique reaction as she smirked under her mask.

" huh so you got a cat girl as a friend and a blond as a girlfriend, huh figured you would have went for the cat you always said how you liked their ears and tails. Yang smirked at Penelope's quip, and at Blakes and atrails blushing faces before she spoke.

" hey thanks for the advice, I'll be sure to by some cat ears and a tail for some role play~. Atrail opened his mouth to speak, but instead, turned red faced and sputtered gibberish, at least until an explosion rocked the mountain.

" the hell was that. A laugh then echoed through the mountain, as the power was cut. After this happened, a bright light shined through the base, as Xander's staff shined a bright white.

" Ozpin, follow summer and portal out of here take the kids and my people with you. Ozpin turned to Xander and stared at him in shock.

" what about you we can't just leave you. Xander chuckled and shook his head as he spun his staff around.

" yes you can, I have lived long Therist will be satisfied only if he gets to see blood, and it is blood I shall give him. Summer gasped hearing what Xander said and stormed up to him.

" I am not leaving you here. Xander chuckled at Summer's attitude and caressed her face.

" dear sweet little summer, My child, you may See me as a grandfather, but now is not the time for vanity, none of you can match therists skill. Ruby Ran up next to her mom and helped try to argue in response. But we've all trained together and become strong please Mr. Xander let us help you. Xander stayed quiet for a moment humming, and thinking, before he spoke again.

" child this may be true, but even grim fell to his army. Ruby geared up at this and glared at Xander.

" THAT WAS DIFFERENT Therist used our friend against us grim protected ironwood. Xander nodded and tapped Ruby on the head to calm her down.

" child Therist wants you and your mother dead most of all now, you are the only one who can combat this darkness so you must live. Ruby sighed at this, and looked down with tears in her eyes.

" I feel so powerless. Xander's eyes softened at this, as he hugged Ruby and tried to make her feel better.

" sometimes child, it is better to retreat then to fight now Go alert my people and leave. Ruby nodded at Xander's order, and slowly but surely, The base was evacuated by the humans, till only the guards and Xander himself was left.

" Master Xander the temple has been successfully evacuated, but Grimm are swarming the entrance, the dark one has a

Also captured a Godzilla. Xander hummed at this and gestured for the guard to follow him.

" you need to focus on freeing that Godzilla, I will handle the dark one. As the guard and Xander headed up the stairs, the battle was Going on, and the Grimm were pushing back the guards slowly but surely, at least until, a wave of light slammed into the Grimm, turning a dozen of them to dust.

" push forward men free the Godzilla! Xander then ran forward with his guards and pushed forward into the waves of oncoming Grimm that were coming at them. Luckily for the guards their scythes gave them the advantage of range, and they were able to effectively fight the Grimm. After a few minutes of fighting like this, Xander finally reached ranma, who was wrapped up in chains made of shadows.

" do not worry I will free you. Xander then slammed his staff into the ground once more, causing light to wash over the shadows, washing them away.

" there we are now go be free, go back to Ruby. Ranma roared at this, and quickly moved out of the cave while it seemed to be clear. Speaking of the cave being clear, the guards now formed a perimeter around and Xander and looking for more threats.

" master Xander the dark one dose the seem to be here. After said guard said this, Therist appeared in front of him, and cracked his neck.

" did some one say my name. Xander's eyes narrowed at therists actions and turned to his guards.

" you must run, he is beyond any of you. The guards that were closest to Xander turned around and looked at him in shock.

" but master you will die if we leave you. Xander grit his teeth at this and slammed his staff into the ground once more, to blind Therist who stumbled from the unexpected flash of light.

" argh my eyes grahhh. Now that Therist was distracted, Xander lead his guards to the door.

" now go fly, live to fight another day, may the light watch over you all. The guards looked reluctant to leave but followed their masters orders, as they left the temple. Satisfied that he could fight Therist with no casualties, Xander turned to the recovering Therist with a smile.

" hello again my prince, you've certainly grown, and to think I used to watch over you and ying yang for your parents. Therist grit his teeth at Xander's words and growled.

" I knew I should have just stormed the place you've already evacuated haven't you? Bah it matters not old man, I bested you long ago and I shall best you once more, and that will be one more danger to my power crossed off. Xander smirked at therists words, as his form seemed to start to glow brighter.

" what's the matter my prince? Afraid of a frail old man. Therist growled at this, and launched Bolts of shadow lightning from his hand, only for Xander to catch it in one hand and disperse it.

" come now your brother donated some of his blood to those who followed him, you must know that I can use the light as well as Ruby rose can. Therist growled at this, as he drew his sword and stared at Xander with hatred.

" both of the roses will get trimmed in time but first your going to die. Therist then grinned, as an arrow flew towards Xander from the shadows. Xander however heard it coming, and spun around to knock the arrow to the side with his staff.

" your going to have to try better then that Therist, I knew you had cinder fall working under your employ just as you did with her father. Therist growled at Xander's cocky tone but grinned as cinder came out of the shadows seemingly distracting Xander.

" true I always had the falls working for me, but did you see this coming. A pillar of shadows then erupted under Xander's feet, this would have done damage to him had he not rolled to the side. Then as the shadow pillar shattered, Salem stepped out of it, with shadows in her hand. Xander frowned at the sight of Salem and turned to Therist with a judging look.

" you brought your love back from the dead, and brainwashed her! Therist smiled at this and shrugged before tilting his head at Xander.

" to be honest it was an accident but, I digress I have a question for you Xander can you take on all three of us? Xander frowned and looked down, before suddenly, running forward, and bashing therists face with his staff, knocking him to the ground. In response both cinder and Salem attacked again shooting shadows and Arrows at Xander. Xander however spun his staff around, to create a shield , which stopped any of the ranged attacks in front of him. However, Xander would have to stop this, and roll to the side, when Therist got back up and tried to stab him. Xander then dive down the stairs of the temple, and landed at the bottom of the steps Therist smirked down at Xander from above the steps, and called out to him.

" you sure did run fast there you coward. Xander chuckled at therists response and tilted his head.

" i am not running, merely gaining more even ground to fight on. Xander Then jumped backwards multiple times, as cinder began to fire arrow after arrow at Xander, but none of her arrows managed to hit. Therist seeing this raised his hand to stop her.

" you may be near maiden levels now with my blood and what maiden power you stole, but that doesn't mean you should waste your energy like its nothing. Therist then turned to the battlefield to find Xander gone.

" Xander you coward come out and fight! Xander's laugh could be heard following therists words.

" well come and find me then king of shadows. Therist grit his teeth at Xander's words, and turned his head to glare at cinder and Salem.

" flush him out, then contact me on your scroll Salem and cinder nodded, before jumping down the stairs and splitting up. This is however what Xander wanted, as he used his powers over the light to knock the two out at the right moment. Once that was done, Xander once more walked out into the open, much to therists frustration.

" you always were a cheater old man. Xander chuckled at this and tilted his head at this.

" well Therist you were the one that needed back up to fight this old man I just evened the playing felid. Therist roared at this in anger, and shadow traveled behind Xander to try and stab him, only for Xander's staff to knock his sword away, making Therist stumble, as Xander spun his staff around, and slammed it into therists chest sending him into the temple wall. As Therist pulled himself out of the wall, he growled in anger, and sent a wave of shadow spikes at Xander, only for Xander to from a bubble of light around himself blocking the attack. Therists eyes narrowed at this, as he marched forward, until he once again attacked Xander, by swing his sword down at Xander's head, only for Xander to block it, causing a small crater to form in the ground from the force of the attack. The real battle then began, as Therist quickly began to attack Xander, trying to hit him In a vital area so he could kill him. However, because Xander was shorter then him, he had the advantage, and was able to easily block any attacks that went for his head. Xander however wasn't ready for the moment, when Therist used his tail to trip him, allowing Therist to land a slice on his chest. Xander gasped in pain at his injury, and gripped the cut in his chest in pain, which caused Therist to laugh.

" your aura doesn't Protect you any more does it old man? You've been alive for far to long, but don't worry I can fix that. Therist then slowly walked forward, as Xander began to stand, and grabbed Xander by the throat.

" when you see my brother tell him his worlds going to burn. Therist then raised his sword and pointed it at Xander's heart. But before he could stab Xander, Nocturne, appeared from the shadows, and kicked him away from Xander.

" Xander! Are you alright. Xander grit his teeth, as nocturne handed him his staff and nodded.

" I'm fine what are you doing back here! Nocturnes eyes narrowed as he walked in front of Xander and Pointed his scythe at Therist who was getting up,

" summer begged me to come and help you, and I promised her I would do what ever she asked me. Xander chuckled painfully at this, and Smiled at nocturne.

" your heart of gold is going to get you killed one day nocturne.

Nocturne nodded at this, and smirked at Therist who was staring at him angrilily.

" you know I was hoping to kill summer and Ruby but you two will do just fine. Therist then launched shadow spikes at the two once again even, only for Xander to hold them at bay with his power over the light.

" nocturne things in here are about to get explosive you may want to get out of here. Nocturnes eyes narrowed as he was about to argue, but was stopped, as a portal of light opened under his feet. Now that nocturne was gone, Xander directed his staff, and began to push with more power towards Therist causing the light to start to overwhelm the shadows. Therist grit his teeth, and began to use his full power, starting to make the battle of power to become unstable, as the spikes of shadow and light began to glow brighter and brighter, until they exploded , said explosion, Filled the cave with a blinding flash, as it enveloped Xander and Therist. When the Cave was clear once more only Therist stood there albeit very injured, but he was still alive, unlike Xander, who had faded into dust from the explosion.

" that clever bastard tried to get me to kill myself along with him, Tch It almost worked ngh at least he's dead. Therist then limped forward, and picked up Xander's staff.

" this ones going in the collection.

With Xander dead, and The temple pretty much deserted, Therist had nothing else to do there, so he grabbed cinder and Salem, before Limping back towards atlas, since He was to injured to shadow travel. Meanwhile in vale, the refugees from the temple, were being introduced to the city by Ozpin.

" so that is what happened, now I hope we can get past the differences, and accept these ancient people into our city. As ozpins introduction ended, clapping followed, as Ozpin went up to his office where the group he left with was waiting. When Ozpin entered his office he quickly frowned as he saw nocturne hugging a crying summer who was on the ground crying.

" it would appear that Therist destroyed the temple and killed Xander then. A chuckle answered Ozpin, causing most of the people to look up in happiness or shock. As Xander's spirit entered the room.

" hello again all. Summer bolted up at seeing Xander's spirit and tried to slap him only for her hand to go through his body.

" I'm made of light now my dear nothing you do can hurt -. Xander however was cut off, as Ruby managed to successfully slap him.

" ouch I forget about her power over the light, I suppose I deserved that for Making you all leave me to die. Summer nodded at this and glared at Xander in anger.

" your dead you freaking idiot, How are we supposed to feel . Xander chuckled at this and Hugged summer who sniffled in response.

" come now I was far to old, I need a replacement to lead my people summer, and I would like that to be you, yes I'm dead, but I can still visit as a spirit it's not as bad as you think. Summer Sighed at this, and wiped away her tears, before Smiling at Xander.

" I- I guess your right thank you for everything you've done Xander. Xander smiled at summer and shook his head as he raised his hand.

" no need to thank me my child, I did only what I knew was right, now team REAPER please step forward. The team members nodded and stepped forward before bowing making Xander's spirit chuckle.

" now now no need to bow I am dead after all, now Elijah Try and keep this team, this family together, other then grim you are best suited to be leader. Elijah nodded at this and put a fist to his heart.

" as you command my lord. Xander chuckled at Elijah's response, and turned to Atrail.

" Atrail my boy, I hope you always remain as cheerful and hehe punny, as you are now, and that you help lift people's spirits when they are down. Atrail chuckled at Xander's pun and Gave him a thumbs up in response.

" don't you worry master my puns will light the candle of comedy. Xander shook his head at atrails joke with a dry smile before turning to Penelope.

" Penelope you have always kept the knuckle heads of this team from goofing off, and you have done a great job of it, I'm proud of you. Penelope sniffled at this under her mask, and took it off to wipe away her tears.

" thank you master. Xander nodded before turning to Evan who stared at Xander, with an uneasy expression.

" my death has caused your blood lust to rise yes? Fear not Evan you can control your inner wolf, it is not the other way around, trust me I know. Evan Smiled at this and nodded as he slumped back against the wall to sleep as Xander turned to Remus.

" Remus though we haven't had Long conversations, I know that you see this group as a family even as I pass do not forget that. Remus nodded at Xander's words and made a heart with his fingers, which Xander returned.

" we love you in return as well Remus, now team RWBY step forward. Team RWBY nodded and complied as they stepped forward.

" now I may not know you all as vividly as my team or my people but I have advice for you. Ruby You can get grim back, and you can combat Therist, He is afraid of you and that will give you an advantage, Weiss your glyphs and your summoning can make you an excellent fighter don't give up in what you wish to do, Blake your efforts to create peace between our races is working now more then ever unfortunately that's due to war but good job none the less, and finally yang, though you may have lost an arm you didn't loose your spirit, you are a backbone to this team and do a good job of keeping it together. When he was done speaking, all four girls hugged him and he chuckled as he hugged them back.

After the hug was done, Xander turned to nocturne who was holding summer once again and trying to make her feel better.

" nocturne your a fine man, as any one in your family line except for Therist of course, was and I have no doubt that with your help this accursed fight can finally be finished and peace can be obtained once more. Nocturne smiled at this and nodded in thanks to Xander as he turned to Ozpin.

" and you oh great powerful Ozpin, you will help lead this world into a new order after the war is done. Ozpin chuckled at Xander and stepped forward to shake his ghostly hand.

" thank you for all your help Xander I hope you find peace where ever you go. Xander nodded at this and chuckled as he turned around.

" oh I will much like those two in the corner are finding love. Everyone then turned and looked at summer who was kissing nocturne, with him pinned up against the wall, at least until she saw everyone staring at her.

" oh um I can explain. as summer opened her mouth to explain, ozpin, blake, ruby, yang, and atrail all had bags of lien tossed at them. summer stared at them flabbergasted, until ozpin spoke up.

" oh we all made bets in the temple wether or not you would kiss. summer stared at ozpin with her eyes twitching.

" you made a bet i would kiss nocturne. ozpin raised a hand at this in surrender and sipped his tea before speaking.

" well to be fair you two were always close and i wager thay if he didnt get married you two would have gotten together. Ruby, Blake, Atrail,and yang nodded in agreement and Ruby spoke up about it first.

" mom it's obvious you like him, you haven't stopped spending time around him since you got back. Blake shrugged like it was obvious and smirked at nocturne.

" well If nocturnes anything like grim then it's easy to tell who he likes cause he fest soft and caring around them. Nocturne face palmed at this, as yang spoke up with a chuckle.

" to be honest I kinda saw this coming after dad told me how much you and summer used to hang out nocturne. Atrail wrapped his arm around yang and nodded as he chuckled at summer and nocturne.

" and your all she would ever watch when she had a day off nocturne. This time, both nocturne and summer blushed, and summer put her hood up to hide her face, until nocturne wrapped his arms around her, making her squeak.

" so you did have feelings for me back then? summer blushed a deeper shade of red at this and stammered.

" i um yeah i geuss , but you already got a girlfriend one day, and i didnt want to ruin anything. nocturne smiled warmly at this, and kissed summers cheek.

" well, you can have me now if you want, raven has tai and im pretty sure my wife would want me to move on especially after all the pain i endured. ozpin smiled at this and clapped his hands to gain everyone attention.

" well today has been hard, we've been hit hard and lost a lot, atlas, and Xander's temple , but hope is not lost and Therist is gravely injured it will take time for him to heal, so let's all get some rest. As the group in ozpins tower agreed, else where,, a cocoon sat in therists pyramid made of shadows, what was In this cocoon you ask, why, it was grim, and he was slowly Changing to be more and more grim like as time passed, with Victor watching over him." The boss is in atlas right now healing his injuries but when a month goes by you'll both be ready and together we can cause all kinds of pain and suffering hehehe I can't wait!


	27. Grim Sands

As predicted in a months time, grim was indeed ready to emerge from his cocoon. As he awoke, Grims only thoughts were hatred and a thirst for blood, this was also further proven, as he tore his shadow cocoon apart revealing his new form. Grims face was now more Grimm like, he had a canine like Grimm mask with red markings, and a red eye on the front of it, grimes eyes and teeth were a crimson red, and grims body was covered in Grimm bone armor, other then this his new form also had wings and a tail. Victor smiled at the new grim and clapped his hands in glee.

" oh goody right on midnight, it really has been a month again oh I'm so excited a month is far to long to wait to slit someone's throat, oh I do hope I get to kill a blonde I love hurting them. Grim growled at this, and pinned Victor up against the wall with his tail, making Victor laugh.

" oh ho ho your a feisty one that's good you should be quite a surprise to vacuo. Grims growl got louder at this, as he moved his mouth closer to victors throat, ready to tear it out, until Therist appeared.

" that's enough grim stand down. Grim turned and sniffed at Therist, before growling and setting Victor down. Victor chuckled as Therist walked over to him and grim, and tipped his hat.

" good to see you my lord, ready to get back to killing? Therist chuckled as he nodded at Victor but, frowned as he rubbed his chin.

" yes but there is one problem, I can transfer The Grimm and the robots we have back to here, but there are no shadows in the desert, none big enough for a portal that could fit our army, so we're going to have to walk there. Victor frowned at this and tapped his foot on the floor.

" well that's not good that'll take days to make that trip. Therist nodded in agreement at this and frowned as well.

" despite the set back, it is imperative that we Surround Vale from all sides, so we can overwhelm them, then no amount of teamwork and dust will save them. Victor nodded at this and put his hat back on before turning to grim.

" and what about shadow boy here? Therist grinned as he looked at grims feral new face and answered Victor.

" he'll be leading the attacks, and I hope you bring a camera to record it all Victor because you won't want to forget what's coming. Preparations then started, as Therist summoned cinder and Salem back to his pyramid, before bringing most of his army over as well.

" the robots can stay in atlas and Guard it we can handle this with Grimm only now then let's move out. Therist and the others then began to walk in vacuos direction as the army of Grimm followed them. Meanwhile none of this went unnoticed by nocturne, who was spying on Therist for over a month, while the refugees and hunters trained and recovered.

" marching towards vacuo are you Therist Tch now we have a chance to go and help this kingdom. Nocturne then Narrowed his eyes, as Therist turned back to look in his direction before shaking his head and walking again. Nocturne then smirked from the tree he was blended in with, before disappearing into the shadows. When nocturne appeared back inside beacon, he was quickly surrounded by students and people trying to learn what he figured out, at least until Ozpin spoke out.

" ENOUGH! Please don't crowd nocturne he has a very important report for me, I will then tell you what decision I make on the matter. Ozpin and nocturne then headed down the hall towards his office, speaking as they went.

" how bad is it nocturne? Nocturne sighed as he walked, and pulled out a flask of his own, before pulling back his mask and taking a drink before he spoke.

" It's bad, he's marching towards vacuo right now, I didn't see grim anywhere, but Therist has yet another general now. Ozpin frowned at this, as they entered the elevator to his office, and sipped from his tea in thought.

" that is most disconcerting, We should be able to make it there before Therist but there is a problem. Nocturne tilted his head at this, and took his mask off fully.

" what is the problem? Ozpin sighed as he said in his chair, and swiveled it around to look out over at vale.

" we would have to use Rubys powers over the light to help us open a portal, or Ravens own should that not hold up but the issue is not getting a portal, it's can the portals carry Many of us that are traveling instead of just A dozen of us. Nocturne Frowned at this and Began to fade into the shadows.

" I'll see what I can do, don't worry about it Oz. Ozpin said nothing in return, and merely sipped his tea as he thought about his life up to this point. Five minutes later, and nocturne was at team RWBYs door, and knocked on it, only to be surprised when summer opened the door in her pajamas which, were much like Rubys own.

" hey nocty what's up? Nocturne blushed under his mask from his nickname being said once again, before Speaking to summer.

" I came to tell Ruby something about her light powers. Summer smiled at this, and leaned against the door, while crossing her arms.

" oh don't worry about it, I already got her up to date on how the powers work while we had a sleep over. Nocturnes interest peaked at this and he tilted his head.

" you had a sleep over? Who all is in that room. Nocturne then tilted his head past summer, and saw that all the girls known from beacon and atlas were in the room, and waved to him.

" hi nocturne.

" how did you all fit in here? Summer frowned and looked down at this, making nocturne frown in concern.

" what's wrong? Summer sighed as she pointed to Grims room.

" Ruby combined her teams room, and Grims room to fit everyone, But right now, she's outside flying ranma. Nocturnes face softened at this as he took off his mask and laid a hand on Summer's shoulder.

" how long as she been flying him? Summer smiled at nocturnes hand and grabbed it as she spoke.

" since she woke up you gonna go get her? Nocturne nodded, and kissed summers hand before putting his mask back on.

" yep and I hope you all get in gear and eat, cause Therist is marching on vacuo. All of the girls jumped up at this in surprise, and summers eyes narrowed, before she darted into the room and came back out dressed.

" what do you need Ruby for? Nocturne blinked surprised that summer was already dressed and arched an eyebrow.

" did you just change in front of all those girls? Summer's eye twitched at this, and she blushed as she hit nocturne over the head.

" nows not the time to tease me you Baka, You need Ruby to open a portal don't you? Nocturne nodded and rubbed his head before speaking.

" either her or Raven to form the portal. Summer's eyes narrowed at this, and she zoomed back into the room before pulling out a fully geared up Raven.

" then we are using Raven. Raven looked in between nocturne and summer before turning and staring at summer.

" did you just change my clothes? Summer nodded with a serious face and Raven frowned at Summer's next words.

" I was gentle i promise. Raven face palmed and blushed at this, while nocturne chuckled before speaking.

" as amusing as your banter is to watch, we have a more pressing manner of Therist to attend to- nocturnes speech was however cut off as all of the girls busted out of the room geared up.

" I think that's the fastest I've ever seen girls get ready. Summer slapped nocturne again for his comment, and gestured for the girls to follow her.

" all of us will round up everyone else and get the portal ready, you get Ruby and ranma. Nocturne nodded, and faded into the shadows. Luckily for nocturne, ranmas shadow was large and nocturne was able to shadow travel to it, before flying in front of ranma and Ruby.

" Hey there red how's it hanging? Ruby smiled at seeing nocturne and sat up on ranma.

" just going for a nice flight what's up. Nocturne frowned under his mask, and nocturne flew closer to ranma before speaking.

" Therist is marching on vacuo your mother sent me to get you and ranma. Rubys eyes narrowed at this and she nodded, as she looked down at ranma.

" let's go save your daddy ranma. Ranma roared in response, and then flew back towards beacon as nocturne watched them.

" damn she's pissed off that Grims gone, wonder if summer would be the same way with me, better not test it. Nocturne then flew after ranma and Ruby to meet them at beacon. When everyone was geared up and ready, nocturne was reading off a list to check to see if the teams were ready.

" team RWBY here, team JNPR here, team CRDL here, team CFVY here, team FNKI here, team REAPER here, team QRTS here, and team penny and Ciel are here, very good, all other teams are either here, at vacuo, or mistral and we can provide assistance when the time comes but for today, we will be trying to defend vacuo from the Grimm this entire year so far has been a hard grueling one, but by the end of this year this war will hopefully be over. Nocturne then nodded to Raven, who rammed her sword into the ground causing a massive portal to form behind her.

" everyone go through quickly I can feel my energy draining. Hearing this, nocturne pointed towards the portal as he ran forward.

" everyone move forward now! Nocturne and all of the teams and students, jumped through the portal although before he left, taiyang kissed Raven on the cheek.

" thanks for the help Hun I promise I'll come back in one piece. Raven rolled her eyes at this and allowed herself to collapse, into the arms of winter and ironwood who along with Roman, neo,Glynda, oobleck,port, and Ozpin, saw the students off.

" we got you Raven that was great. Roman clapped after hearing this and lit a cigar.

" yes bravo Feathers, but I have a question for you, will all of them make it through safe? Ironwoods eye brow rose at this as he turned to Roman and tilted his head.

" you sound like you care about their well being. Roman scoffed at this, and crossed his arms, putting his hat over his eyes as neo giggled at him.

" hey don't get me wrong, I'm a jerk I know, but ... Those brats have really rubbed off on me grim especially and I just- wouldn't forgive myself if I didn't help and something went wrong. Ozpin stepped forward and laid a Hand on Romans shoulder.

" calm yourself Roman it will be alright and if Therist does harm any of my children-ILL REBUILD THE KINGDOMS ON THERISTS BONES. Romans and everyone else's eyes widened at ozpins anger, surprised that such a calm man had such anger buried away, until Ozpin calmed down and spoke again.

" oh my excuse me, I lost my exposure for a second there. Glynda however, stared at Ozpin in awe, and fumbled to find words until ironwood spoke up.

" this issue aside what about the council, we've done so much without telling them. Ozpins eyes narrowed at this, as he shook his head and turned around.

" after watching Therist tear the throats of atlas's council out, our gracious council has chosen to flee to their homes and hide forget them, we shall save the remaining kingdoms together, and when this war is done we shall rebuild, and reunite our kingdoms once again. As the group thought about the future, The army of vale, appeared in front of vacuo. Nocturne looked around at all the sand and sighed.

" hot, windy, and annoying yep this is vacuo, Hello in there can we be allowed inside. The doors to vacuos gate stayed closed for a moment, until the door opened and a dark skinned man with horns came out to give nocturne a bear hug.

" nocturne my old friend how ya been bud! Nocturne gasped as he was crushed by the hug and shadow traveled over to summer as he gasped for air.

" woah Dez calm down man I know it's been a couple years but don't crush my ribs. The now named Dez chuckled, and rubbed the back of his head before chuckling.

" heh sorry nocturne I forget my strength, hey uh what's with the crowd here nocty. Summer's eyes narrowed slyly as she smirked at nocturne and poked him in the face.

" Yeah nocturne aren't you going to tell him why we're all here. Dez turned to summer as she spoke, and his eyes widened as he saw her.

" wait your summer rose arnt you your the one nocturne said he had a crush on! Nocturne blushed Deeply at this, and Face palmed his mask, before turning to summer who was smirking up at him.

" yes thank you Dez for shouting out what I confided in you five years ago when I came here on vacation. Summer chuckled and kissed nocturnes lips where his mouth would be before speaking to Dez again.

" we're here because Therist is marching on your city Dez. Dez eyes widened at this as he turned to their whole group.

" you all better come inside then so we can discuss this. The group then moved inside of the city, and headed towards Vacuos school, where they were greeted by team NDGO and the rest of the academy as Dez stood at a podium.

" my students, our friends from vale arrived A little bit ago and have brought me grave news, a vast score of Grimm are coming With the one known as Therist leading them, please remain calm and go reinforce our buildings while I talk to our allies about the situation we could face. Dez then turned away from the podium, and headed towards a hotel, where the meeting would be taking place. As nocturne and most of team QRTS filled in Dez, the teams were all relaxing in rooms they were provided. Ruby however, was staring out the window, with grims scythe in her hand.

" this is all I have of him now girls, what am I going to do now? Yangs face softened as she laid her robotic arm on Rubys shoulder and turned her around.

" Ruby, I know it's hard loosing grim again but we'll get him back. Ruby sniffles at this, and clutched grims scythe tighter before snapping at yang with tears now flowing out of her eyes.

" and how would you know that! All of our efforts to stop Therist have been crushed, atlas is gone, Xander's gone, and now once again so is grim, why does everyone I love get hurt why can't I help anyone? Yang flinched at Rubys increased volume but smiled softly as she gestured to their team.

" hey we're all still here aren't we rubes? We'd never Stop fighting for you. Yang then hugged Ruby as Blake spoke up next.

" despite everything Ruby you've done so much good, and made me feel like I have a family again. Blake then joined in the hug as well, before Ruby turned to a frowning Weiss.

" come on now don't be so childish, where's the leader that helped me change my ways, and held this team together through all of our missions. Ruby sniffles at this, and held out her arms for Weiss,while Blake and yang sandwiched her in the hug. Weiss smiled at this, and joined in on the hug making Ruby giggle in happiness at her faithful team. This moment however, did not last for long, as a knock was heard on the door. Yang growled at the knock, and her eyes turned red as she aimed her robotic arm at the door.

" whoever that is better have something to say unless they want to get blown through a wall. The person behind the door hesitated, before opening it revealing it to be Atrail.

" Should I take that as a pun or literally, because I really don't feel like getting shot or punched. Yang arched an eye brow at Atrail, who was only in swimming trunks at the moment.

" why are you just in swimming trunks. Atrail shrugged at this and turned around as he did.

" oh team REAPERs having a pool party so we were wondering if the other teams wanted to come. Yang smiled at this and turned her smile down to the rest of the tea,.

" how about it Ruby up for some fun. Ruby frowned at this and looked unsure.

" I don't know Therist could be here at any time. Yang rolled her eyes at this, and got out of the hug to grab her swim suit.

" oh come on, nocturne said it would take a couple of days, we have time at least today to relax. Ruby thought about it for a moment before nodding, causing her team to cheer, while yang turned to Atrail.

" we'll be down in a few Aqua stalker. Atrail frowned at his nick name and face palmed as yang chuckled.

" yang no that makes me sound like I'm some kind of creep, anyways I'll see you at the pool I'm going to invite jaunes team next. While Atrail was finishing up with rubys team, Jaune was sitting uncertainly on his bed looking at his sword, before throwing it at the wall, embedding it in it, causing his team to gasp as he spoke up.

" we should have done something to help a month ago. Ren nodded at this and sat in silence while Nora frowned and tilted her head.

" but we wouldn't have done much better then rubys team what would the point be? Jaune sighed as he wiped his eyes and looked down at the floor.

" I don't know maybe if we were there, we could have helped protect grim, or at least stopped Therist from doing so much damage to him by using Penny. Pyrrha frowned at these words, and pried jaunes sword out of the wall before walking up to him, and crouching so she could look into his eyes.

" you blame your self for grim being hurt? How does that make sense. Jaune sighed as he looked into Pyrrhas eyes and frowned.

" it's just were all friends, and All of the teams have been helping each other until that attack, why? Why did grim go face such unbeatable odds. Pyrrha shrugged at this and smiled as she kissed Jaune, calming him down.

" probably because he has so much hope, and determination to protect others Jaune, it's just the way he is, he's a good person and so are you. Nora nodded at this, and appeared between the two.

" yeah your a great leader isn't that right ren. Jaune then turned to ren, who gave him a simple thumbs up in reply making him smile.

" thanks team that means a lot to me. Much like before, the door was knocked on once again ruining a tender moment.

" room service. Jaune growled as he heard this, and threw his sword through the door, causing the person outside to chuckled, as he opened the door, revealing it to be Atrail again.

" now Jaune that was very knight of you. Jaune And the others groaned at the pun on nice and knight, before Jaune noticed how Atrail was dressed.

" you guys going swimming? Can we join in. Atrail nodded and smiled as he began to walk away.

" well duh that's why I came up here stupid come join us while I go get the others. Atrail then did the same to the rest of the teams, until he was back at the pool with the others having fun. While this happened, Dez Grain was in his office, with Team QRST talking about Therist.

" hmm this is grave news indeed I am sorry for the Disappearance of your son, so I have a plan if your willing to hear it. Nocturne nodded and looked back at his team who all nodded, before turning back to Dez.

" alright lay it on us. As they planned, therists army marched on, and Therist rode beside Victor as he watched cinder stare at grim.

" she has an obsession with grim doesn't she Victor. Victor looked up from the skull he was carving and shrugged as he threw the skull.

" I guess so I haven't been around long enough to know, but she's been staring at him since she saw him. Therist nodded and rubbed his forehead as they walked.

" ugh this heat sucks, I hope we get there in two days. Victor smiled and Got one of his knives out, before cleaning his teeth with it, picking out a finger.

" Don't worry my lord two days will pass by like nothing and then we'll take over this sandy hell hole. As Victor said, two days did indeed pass by quickly, and therists army was now gathered in front of a giant wall of sand.

" people of vacuo, this mere wall of sand will not stop us, we will climb over this wall, and we will break through your city walls, if you surrender we will spare you. Silence answered Therist who growled before gesturing to grim who was in the lead of his army.

" Kill them all no survivors no on escapes. Grim nodded, and then roared as he took to the sky, causing the other Grimm to roar in unison and charge at the wall, as grim flew towards it. However as this happened, the sand wall lifted, and slammed down into a large amount of the Grimm crushing them. Grim however saw this coming, and used this to his advantage as he dove into the city. Therist however growled in anger as The sand piled up, forming cover, as the students of vale and atlas were lined up behind it.

Nocturne grinned at therists angry expression and waved at him.

" open fire! The students of vale and atlas then opened fire taking out Hundreds of Grimm as they did. Therists anger grew at this, but he sat back and watched, with cinder, Salem,Victor, and scar by his side as the battle carried on.

" sire, it appears grim has made it into the city look atop the wall. Therist turned to Victor, and smiled before turning to look at the city walls. What he saw filled him with massive amounts of glee. Grim was on the wall and with his increased strength, was crushing the students of vacuo that were on the wall. They tried to fire their weapons and attack grim, but grim merely used his shadows to block the dust and his two new swords to Block and slash anyone who neared him. Eventually grim got tired of defending and jumped forward, before slamming two students head into the wall hard enough for a crack to be heard, before he threw the two new corpses at more of their comrades, knocking them off, into the ever oncoming Grimm army. As the battle for vacuo went bad on the inside, the outside defense was holding and Therist was hating it.

" those stupid ignorant fools I have the numbers advantage here what do they think they're going to do here. Victor shrugged and watched the battle with interest.

" we never expected them to be here, we may win this battle, but at the cost of aloft of your Grimm master. Therist snorted and turned to Victor and cinder with a grin on his face.

" cinder give Victor some of your left over dynamite so we can blow a hole into the city. On the front lines, the students had to reload, so they switched their weapon modes, and charged forward together to tackle the Grimm causing a sufficient push forward as they worked together. This was in strict contrast, to the inside of vacuo, which was being torn apart by grim, Of course eventually the students of vacuo knew how much of a monster grim was now, his punchs could go through aura and crack bones, and his skill with a blade seemed to be almost unnatural but, the worst thing happened when grim was surrounded in a circle. The students glared at grim, who merely grinned at them all with his red teeth, before doing something that would horrify them, grims hands cracked and broke, before spinning around in a wide circle, causing a bladed whirlwind to form. The students however snapped out of their shock quickly and attacked as one to try and kill grim. This however, was in vain, as grims spinning blades allowed no one to pierce his defense, and this in turn left them open for attack, as grim Back flipped and swung his tail In a circle, knocking a dozen more students into the hateful maws of the grim below. Grim then laughed evilly at this, or at least he did until Dez tackled him off the wall and into the city below.

" you fucking monster I'm going to tear you apart piece by piece. Grimm growled at his new prey and kicked him off of himself, as the two impacted onto the roof of a building crushing it. Dez growled as he stood up and rolled his arms as he and grim locked eyes.

" your good I'll give you that but let's see if you can beat me with my sand armor. Dez then Snapped his fingers, and The sand around him rose to cover him, forming a samurai suit, as Dez pulled out a curved key blade. Grim growled at this, and picked up his swords before his arms started to spin around again as he neared Dez who's eyes narrowed as he did.

" your a disgusting creature, I will end your evil right now. Dez then snapped his fingers again and sand spikes rose from the ground where grim would have been, if his heightened sense allowed him to feel the sands movement, allowing him to jump forward and dodge the attack, as he slammed into Dez. Dez grunted, as he slid back a few feet, and stared at grim in Surprise.

" you shouldn't have dodged that what, what are you?! Grim grinned, and tripped Dez with his tail before catching him by the throat with his foot as he lifted him up to his face as he spoke.

" I am the shadow of death, and I have come for you. Grim then spun around, and threw Dez through several buildings causing them to crumble as he went through them. Grim laughed evilly as he saw the buildings fall and walked through the rubble with a grin on his face. The grin however soon faded, as he found Dez standing up from the last building he crashed into with his sand armor gone.

" well your alive that's impressive still you won't live for long. Dez grit his teeth, as he popped an aura pill into his mouth and formed his sand armor once more.

" I'll fight you for as long as it takes. Grim grinned evilly, and charged forward once more as an explosion rocked the wall. Seeing this, some of the Grimm split off from the main group and ran in through the hole swarming into the somewhat defenseless city. Seeing this, Ruby Called to nocturne to speak to him, and found him fighting with summer by his side, the two fluidly darting in between each other and cutting Grimm apart.

" nocturne they made a hole in the wall, it looks like a lot of damage has already been done. Nocturne and summer both turned to Ruby after hearing this, and summer held off the grimm.

" then go intercept them we got the front army but if some snuck in already it could already been a massacre. Ruby nodded, and gestured to the rest of her team, who followed her, as they jumped over the wall. Seeing team RWBY moving, Jaune called to his own team, who followed suit as they to jumped over the wall Ruby looked surprised as Jaune followed them and tilted her head.

" Jaune what are you doing here. Jaune grimaced, as he decapitated a Beowolf, and smiled at Ruby after he kicked it's dead body away.

" being useful for once. Ruby Chuckled at jaunes response and shook her head as the two teams attacked the oncoming Grimm. Outside the wall, team REAPER stuck close to summer and nocturne and we're doing a good job of helping hold off the Grimm. Atrail sliced them with his axe, Penelope shocked them with her war hammer, Elijah cut them with his great sword, Remus burned them with his katana blades, and Evan tore them apart with his clawed knuckles. Summer smiled at her team and looked at nocturne with compassion.

" I'm glad to have the help from everyone there's a lot of Grimm in here. Five hours later, and the battle seemed to be bleak even with Pennys laser and skill the Grimm still managed to push forward, The battle field was littered in dust and blood from the corpses of the dead Grimm and hunters, the inside of the city looked no better with only the school looking perfect. And it was at the school, where nocturne opened a portal for evacuation.

" summer, get as many of the People of vacuo out as you can, We'll fight and retreat when that's done. Summer's eyes narrowed at this, and nocturne looked confused for a moment, before summer tore off his mask and kissed him passionately.

" come back to me nocty. Summer then disappeared into White rose petals, much to Qrows and taiyangs amusement, who were watching as they fought back to back. Taiyang punched any Grimm that neared Qrow, while Qrow slashed any Grimm he could reach.

" those two really are amusing. Taiyang rose an eyebrow at Qrows words and chuckled.

" you mean like you and winter are. Qrow groaned at this, and Took a quick drink from his flask, before spitting out the alcohol as he fired his scythe, causing a wave of Grimm to catch on fire. While this was happening, Dez and grim had continued their fight for five hours, and both were in different shapes, grim was still powerful and bloodthirsty, while Dez was injured badly, his body had two long slashes around his chest, one of his horns was missing, and His body was covered in bruises.

" come on old man we've been fighting for five hours, just surrender and die peacefully. Dez grit his teeth, and Fired a sand arrow at grims face, only for grim to catch the arrow by the head with his teeth and crush it before he laughed.

" fine then you wish to resist then this city will become a tomb, and the first corpse going to be buried in it is yours. Grim then ran forward, and kicked Dez hard in the chest, almost depleting his aura, as he flew straight into the school doors and through them, landing at the feet of the refugees who were evacuating through the back door. Grim then grinned as he flew forward into the school,unable to be stopped by anyone as they were fighting off Grimm from all sides. Though a certain red blur could be seen following him.

As Grim entered the school, he slowed down and fell, so that he landed on dez's chest with a sickening crack breaking both his aura and his ribs, causing him to cough up blood. Grim grinned as the blood splattered on his face, and Leaned down to look Dez in the eyes.

" ready to die in front of your people. Dez spit the blood that was in his mouth at grim and chuckled as he looked into his eyes.

" my death will only give them determination. Grim laughed at this, and put his blades into the floor before speaking.

" determination, your death will only crush their spirit and soon after I will crush their bones. Dez opened his mouth to speak but froze, as a toy sword smacked into grims back. Grims eyes narrowed and he quickly turned around, only to see a tearful five year old girl standing there pointing the toy sword at grim.

" l-leave m-my d-da-Dady alone y-you monster! Grim flinched back from the word monster visibly as his eyes widened, and he whimpered before, Shaking his head as his body morphed a bit back to normal much to the shock of a watching red hooded sniper who had aimed at grims head.

" grim!? Grims eyes widened even more, and he gasped in horror as he looked past dez's daughter and saw Ruby staring at him with tears in her eyes.

" Ruby I'm- I'm so sorry I can't -grr- can't control myself. Grim then began to cry, and beg for forgiveness, as Therist began to take hold of him once again.

" please before I turn into that monster again grrraaah- huff-huff- please forgive me, I don't - I don't want to be a monster. Dez's daughter sniffles, and hugged grim along with Ruby in sadness, and grim cried with them, until he was once again in his feral form.

" I must flee now before I hurt anyone else, I won't be able to control myself in the future so if it comes down to it kill me. Ruby gasped at this and tried to speak but nothing came out as grim patted dez's daughter on the head before taking off and leaving the city much to therists ire.

" the hell is he leaving for could he have been injured, cinder go meet him at the pyramid, scar I'm going to leave you here with some Grimm to hold the remains of this hell hole, Salem your coming with me along with Vic- where's Victor? After Therist said this, Victor came around the corner with a bloody necklace made from skulls in his hand.

" hey boss I was just out Having some fun what's up. Therist chuckled at victors necklace and pointed towards the school.

" our victory is. Back inside of the school Ruby and dez's daughter both were crying for different reasons. One for the loss of their lover, the other over the pain their father was in at the moment. This however soon ended, as rubys team came to get her along with team QRST who were the last ones left.

" Ruby are you alright what happened. As yang and rubys team crowded over her, nocturne ran to Dez and check his friend to see if he was still alive, which got him a pained gasp as he touched dez's broken ribs.

" careful nocty your son really messed me up hehe, ow it hurts to laugh. Nocturne froze after he heard what Dez said and Took a minute to register it before Growling and slamming his fist into the floor.

" NO! I was warned about this, Damn it how could I be so blind? Team QRST looked at him questioningly but he waved them off as he picked up Dez and his daughter.

" let's get you two out of here. Seeing that nocturne was fine now, summer ran over to her daughters team and overheard their conversation.

" Therist is controlling grim that bastard I'll I'll kill him! Ruby then tried to dart forward only to be stopped by her team as Blake spoke first.

" Ruby revenge isn't always the answer. Weiss shook her head in agreement and frowned.

" morals aside, there's no way you can fight Therist now your outnumbered, we're out numbered and all of us are tired it would be suicide to rush him now. Yangs eyes turned red after hearing this, and she swiftly knocked Ruby out with a chop to the neck, causing her to slump into her arms.

" sorry sis it was for your own good, summer are we already to go? Summer frowned in sadness at Ruby, before nodding as The two groups then left in the portal just as Therist, Victor, and Salem entered the school, much to therists anger anger.

" damn it, damn it damn it! Victor seemed confused by therists anger and tilted his head.

" what's wrong my lord the city is ours. Therist nodded and sighed as he looked around.

" more of them got away this time Victor, their predicting my movements becoming more unified and dangerous, unfortunately I can't have us teleport to mistrial, because A I lost so many Grimm in this battle and B THERE ARE ALMOST NO SHADOWS HERE! Damn it they can prepare another trap for me

Like the sand wall. Victor sweat dropped at therists anger and backed up slowly.

" please my lord calm down, we will win this war with grim on our side. Therists eyes narrowed, but then he smiled and nodded as he thought it through.

" yes your right, I suppose I should enjoy my victory here, and wait for another army to form. While Therist said this, Salem was frowning but kept her thoughts to herself, as Therist Began to remodel the destroyed kingdom. Cinder on the other hand, was using her powers to control grim into kissing her, or at least trying to anyway as grim resisted her.

" come now darling I just want a kiss is that so bad? Grim growled at cinder and gnashed his teeth together, making cinder chuckle as she pronounced her next words slowly.

"Oh I love it when they put up a fight, but you are mine grim. Cinder then punctuated this sentence, by kissing grim Passionately and while he resisted at first, he wasn't able to for long as his new blood affected him and made him kiss her back even if he didn't want to.

" see now that's more like it dear, I hope that allows you to sleep well goodnight. Cinder then slithered out of grims room much to his annoyance, as he wrapped his tail around the rafters and went to sleep like a bat, a tear slowly falling off his face and hitting the floor.


	28. Grim Few Months And A Brighter Day

Though vacuo was lost, and many died, a celebration was held the next day, as so many had been rescued. Despite this celebration, Many were depressed over the news of grims fate. None more so were upset by the news others then Ruby and nocturne. Ruby had locked and barricaded her self in grims room and cried on his bed, feeling weak and helpless. Nocturne meanwhile, was out at a bar drinking, when summer plopped down beside him.

" so you gonna tell me what's wrong. Nocturne groaned and took a drink, before looking at summer.

" nothing's wrong sum. Summer's eyes narrowed at this, and she leaned into nocturne to whisper in his ear.

" you can't lie to me nocty, I know all your weaknesses so you better start talking, or I'll make you scream. Nocturnes face turned a brilliant shade of red, and he fell off of his stool in response making summer giggle.

" oh did that get a reaction out of you. Nocturne blushed, and stood up quickly before grabbing summer and taking her out of the bar.

" what do you think your doing? Summer smiled as she tilted her head, and put a finger on nocturnes chest.

" I'm just trying to help you feel better nocty, you need some one right now don't you? Summer then cupped nocturnes chin, and Nocturne stared into Summer's eye as she did.

" i- yeah, I do, I've lost so much in so little time. Summer's face softened as she kept her eyes on nocturnes, and smiled before slowly kissing him in response. While summer and nocturne we're loving each other, team RWBY once again Tried to console their leader.

" Ruby please open the door we want to be there for you. Ruby didn't answer yangs plea, causing Blake to speak up as she knocked next.

" Ruby you can't just lock your self and your feelings away it won't help, and it certainly didn't help me. Silence was the answer once more, before it was Weiss who knocked on the door.

" now listen here Ruby rose you open this door this instant and let us help you! When silence answered Weiss, she scoffed and stomped away to sit on her bed while yang looked in between her, blake, and the door.

" what can we do to help her? As if hearing her question, Ozpin entered their room with a plate of cookies.

" I believe I can be of assistance. Ozpin then walked over to the con joining door and knocked on it before speaking.

" miss rose, may I come in I have cookies? Silence answered Ozpin for a moment, before the door was unbarricaded quickly, and Ozpin was dragged inside, much to the surprise of rubys team. When Ozpin looked around grims room, the first thing he found, was that Ruby was in her pajamas had tears on her face and was hugging grims scythe.

" you remind me of nocturne when your mom disappeared. Ruby wiped away her tears at this, and took a bite of a cookie before speaking.

" how so Mr. Ozpin? Ozpin chuckled as he pulled a picture out of his pocket, showing Qrow, taiyang and nocturne under a mountain of beer cans.

" it was hard for both of you to get over things, in fact if I'm not mistaken your mom is with nocturne as I speak comforting him. Rubys eyes widened at this and she smiled as she ate her cookie.

" well I'm happy she's cheering him up. Ozpin raised an eyebrow at this and tilted his head.

" then why won't you let your team make you feel better? Ruby frowned at this, and sat up against the wall before answering.

" I just- I promised him they would never take him from me again, and I failed, Mr. Ozpin, I failed grim and now he wants me to kill him, because Therist is controlling him, it's all my fault. Ozpins eyes narrowed at this, and he scooted over to Ruby to hug her.

" don't say that Ruby therists plan wasn't known we had no idea what Therist wanted with grim, how could you be to blame? Ruby stayed silent at this, as tears threatened to spill from her eyes as she spoke again.

" I don't want to kill grim. Ozpin smiled down at Ruby and rubbed her head before standing up and walking towards the door.

" you don't have to kill him Ruby his mind is just lost and scared in the darkness, and he needs a light to show him the way back. Ozpin then opened the door, and rubys team rushed in and tackled her in a hug making her scream and giggle as they began to tickle her.

" okay okay hahaha, stop I'm sorry I locked you girls out. Ozpin smiled at this and then went to leave the room, only for Ruby to call out to him.

" mr. Ozpin, thanks for having faith in me. Ozpin smiled at rubys words, and closed the door behind him as he left, leaving the team to talk over what happened. Meanwhile, grim had awoken, and was sitting in his room waiting for more orders, when Therist entered the room. Grim froze at this, and backed away as Therist stepped forward. Therist sighed at this, and snapped his fingers, causing chains of shadows to wrap around grim. Now that grim was secure, Therist walked around him and inspected him for damage.

" hmm not a scratch on you and yet you ran from battle what happened. Grim snorted at this, causing Therist to chuckle as he sat down.

" look I know you must think I'm evil, but you all don't have to fight me everyone could be a Grimm then we'd have true peace, can't you just see what I really want instead of what you think I want. Grim growled at this, and Therist once again chuckled, before frowning under his mask.

" didn't think you would, look I know I've done a lot of evil, and I'm not going to deny it, but you are my family, and I'll be dammned if I didn't just care about you a little bit, I won't forget anyone like my father forgot me, and I won't be called a monster anymore either. Grims eyes widened at this, and he frowned before looking down with a whimper.

Therist smiled at his reaction and laid a hand on grims head.

" I know you knew the same pain I did and I know it's my fault, I'm I'm sorry- you had to suffer. Grim tilted his head and opened his mouth to speak but before he could, Therist exited the room.

" what am I doing sharing my feelings with him, and god forbid caring about his well being, am I- am I becoming soft, bah it doesn't matter this changes nothing. Therist then headed to his throne room to think, however this didn't help as his mind stayed on grims reaction to the word monster.

" my god, have I really made you hate yourself as much as those racists hate us. While Therist pondered over his new emotions, nocturne and summer had returned to the school in a much happier mood, meeting Ozpin and the others in the lobby to plan.

" so Ozpin you guys came up with a plan while we were gone. Roman rolled his eyes at this and nodded as he showed his empty cigar pack to the couple.

" yeah I smoked my hole pack waiting for you two, and if that wasn't bad enough the rest of your team was off doing the same thing as you. Winter and Raven blushed at this, while Qrow and taiyang chuckled, making Roman shake his head before turning to ironwood.

" anyways metal head over here says he has a plan. Ironwood chuckled at this and Then frowned before speaking.

" we set up a bomb in mistral for when therists attacks, after we evacuate the town of course. Nocturne thought about this for a moment before smiling and nodding, making Glynda frown.

" we can't seriously be ok with blowing up a kingdom. Ozpin sighed and laid a hand on Glyndas shoulder.

" we're not ok with it Glynda but it is necessary to strike a major blow against Therist. Glynda sighed at this, and put a hand on her forehead.

" fine since we're all agreed now who's going to evacuate mistral and when are they leaving to do it. Ozpin sipped his tea at this and smiled.

" I have already sent team REAPER on the case, their large team will protect them from any threats they could face. Speaking of which, team Reaper had been traveling since Ozpin went to see Ruby in the morning, and had been just a few miles away from the ship yard that would give them a boat to mistral, when a figure stepped out from the bushes in front of them.

" evening all and what are you kiddies doing on such a fine night? Atrail growled at the sight of Victor, and quickly pointed his axe at him.

" the fuck are you doing here. Victor shrugged and twirled his knife around.

" well I was bored and wanted I fight so I figured why not stalk some random team and kill them, but when I saw you heading towards mistral, you intrigued me and I followed you. Atrail growled at this, and his tail patted the ground in anger as he blocked his team mates from interfering.

" you all go on ahead I have a score to settle with this asshole. Atrails team looked uncertain at this but they nodded, As they sprinted past Victor. Victor let this happen, and took out his second knife before walking towards Atrail.

" sending your friends away so you can hold me off, how gutless. Atrail tilted his head at this, and suddenly his vision was filled with the image of a skull, as victors fist hit him sending him to his knees.

" ah yes my semblance, the overwhelming sense of fear, sure it's not a good one to use against Grimm, oh but it sure as hell comes in handy when I'm killing kids, now Atrail tell me can you overcome fear. Atrail grunted as he gripped his axe tightly and thought of yang, while this was happening his fear made his aura unstable, and it fizzled in and out around Atrail, much to victors delight.

" see fear, fear is great fear can get people killed, it can make them weak, and fun fact it fucks with your aura, so Atrail are you ready to die?

Victor then punctuated his sentence, by poking Atrail in the back with his knife, causing his aura shield to waver. Atrail groweld at this and thought of yang, and the expression she had at the loss of her arm, allowing him to snap out of his fear.

" fuck you. Atrail then grabbed victors knife arm, and held him while he uppercuted him with his shotgun axe.

victor stumbled back and grasped his nose in shock as blood pored from it, before he smiled and licked it away.

" god i love it when they fight back come on stalker boy try and kill me. atrail growled, and began firing his shotgun at victor who dodged the shots with a frown.

" come now why use a gun blades are so much more fun and personal. As victor said this, he ran forward and jumped over atrail before kicking him in the back and pinning him on the ground after he fell.

" lets carve a smile onto that face. Atrails eyes narrowed at this, and he raised his tail to hit victor in the crotch making him gasp, and giving atrail enough time to jump up and choke slam him into the ground.

" the only one who gets to touch my face is yang you sick fuck. victor coughed and giggled at this as he layed on the ground.

" do you have to give her a helping hand to do that. atrail growled at this, and kicked victor hard in the ribs, sending him into a tree.

" shut your fucking mouth. victor chuckled as he leaned against the tree, and grabbed something from behind his back secretly.

" whh dont you make me bug boy? atrail grinned at this, and walked forward, dragging his axe shotgun in the dirt as he did. when atrail got close, victor threw dirt into his eyes, and knocked the shotgun from his grasp before knocking him to the ground and completley pinning him down.

" you lose kid. Atrail chuckled at this, as victor raised his weapon and shook his head.

" not yet. atrails eyes then glowed red as he snapped his fingers, and a skeletal nightstalker came out of the ground behind victor knocking him off atrail.

" thanks for the save Night remind me to feed you a pig later. victor stumbled from the blow night gave him , and glared at atrail.

" i will kill you here and now. Victor then charged at atrail, who merely snapped his fingers again, as a skeletal hand grabbed his axe that was behind him and tossed it to his out stretched hand allowing him to catch it and swing it forward as victor neared, slashing him across the chest, and causing him to fall.

" karmas a bitch violet. victor stumbled, and then smiled as he held his bleeding chest.

" tch dont get cocky kid, your lucky i didn't tell therist where I was going, I'll be missed but he won't find out about your little mission to mistral your safe with my death. victor then closed his eyes and broke into dust which flowed into atrails hand.

" i might bring you back later, but for now. Atrail then snapped his fingers, and night sunk into the ground before a skeletal nevermore rose from it.

" hey skybreaker how are you. sky breaker screeched at atrail, and laid down for him to hop aboard.

" good bird now fly me to mistral. Sky breaker roared in response, and flew towards the direction atrails team went. Twenty minutes later, and Atrail was met by his team at the gate to mistral.

" howdy all did ya miss me. Elijah turned around at this, and grabbed Atrail by the throat before slamming him against the wall.

" what do you think you are doing giving orders to abandon you I'm active leader of this team. Atrail coughed and frowned as he spoke.

" look he hurt yang and I just wanted payback okay. Elijah's face was unreadable behind his helmet, but he let Atrail go as he set him down.

" glad to have you back brother, don't do anything stupid like that again. Atrail chuckled and opened his mouth to speak, but before he could a lightning bolt struck him, leaving an imprint of his body in ash on the wall as he fell to the ground smoking.

" ow- Penelope was that really worth it for what I did? Penelope nodded, and slammed her war hammer into the ground, inches from atrails crotch.

" shut your mouth, we already lost grim, I don't want to loose another brother. Atrail chuckled at this, and dusted him self off as he stood up.

" aw you do care. Penelope rolled her eyes at this, and walked into the city, before Evan who simply nodded at Atrail before following her. However, Remus waited behind, and took off his mask before speaking much to atrails surprise. Remus, skin was black, with what looked like fiery red veins under his skin.

" you faced some demons back there didn't you. Atrail stared at Remus for a moment longer, before speaking slowly.

" you could talk since we were children normally but you never did? Why. Remus stared at the ground for a moment, before he shouted, and a wave of magma bursted from the ground in the direction he shouted.

" if I speak to loudly or scream, my control over magma becomes unstable, and it jets from the ground. Atrail face palmed at this, and rubbed his chin.

" well that explains why you don't like talking but why tell me this. Remus sighed, and set his helmet down before beginning to speak.

" unlike the rest of you who were pretty much seen as monsters for little to no reason, I have a reason to be hated, when I was little I used to be hunted down by villagers every day and beat up, this lead to my semblance building up and eventually I let it go, destroying my village and killing everyone in it, then I was taken to the orphanage, and lived there until you and grim disappeared around where summer adopted all of us. Atrail frowned at this and laid a hand on Remus's shoulder.

" Remus bro what I went through just now was no way worse then what you did. Remus chuckled at this and shook his head.

" it doesn't matter what does matter, is that we are all here for each other now let's get inside shall we. The two then went inside the city together and the plan commenced. Over the next five months, mistrial was evacuated and vale had improvements built into it as more homes, and defenses were built for the civilians and refugees. Therist as well had spent five months collecting Grimm to use to transport over to mistral from his pyramid, and was now ready to attack the city.

" finally it took five months to rebuild a proper army five months and the death of one of my generals but no matter this war will still be mine, hmm perhaps I should leave grim at home for this attack though, cinder come here. Cinder answered her masters call quickly, and appeared before him with a smile on her face.

" yes my lord? Therist chuckled at her speed, and Stood up from his throne.

" watch over Grim while I'm gone would you dear. Cinder grinned at this order, and disappeared into the shadows to go see grim while Therist left the pyramid to go to war, with his new horde of Grimm following him. However to his surprise when he shadow traveled his forces to mistrial, he found the inside of the city empty.

" what? What is this. Therist then took a step forward, only to activate a pressure plate as he did, causing a video message to play, of Atrail.

" hey Therist by now your thinking what the hell is going on where is everyone well the easy answer is gone, we figured your plan out and planned around you, guess sitting and waiting for your enemy to make a dumbass move works after all, oh while your in hell send my regards to The devil will you, because I hope he makes you suffer. The video then ended on a countdown timer which was set to three seconds, making Therist roar, as the entire city blew up. Despite being in the middle of the city's explosion, Therist survived, and Walked out with his armor gone and his body on fire.

" cinder come to me - now. Therist then fell to the ground, as cinder appeared before him.

" my lord what happened. Therist groaned as the fires disappeared off of his body as he leaned against cinder.

" it- was a trap- fucking -Ozpin - it will take me almost a year to recover from this now, gah what did you do with grim? Cinder frowned at this, as she carried Therist back to the pyramid by shadow traveling.

" salems watching him for now, so I'm going to watch over you until you are better. Therist chuckled at this, and Groaned as he was put into his bed.

" you don't have to take care of me. Cinder tilted her head at this and frowned.

" why wouldn't I my lord, your like a father to me. Inside, Therist was surprised, and something changed inside of him outside, he just closed his eyes to sleep. Meanwhile elsewhere in the pyramid, Salem was talking to grim.

" so your my current Successor eh, not half bad for a secret Grimm, but I guess your a new Grimm now, since you have therists blood in you now, that may not change your body but that doesn't fully change your mind right. Grim nodded at this and Salem smiled before speaking again.

" listen grim I know how you feel, but Therist wasn't always evil, he's just had little to no affection is all, and plenty of betrayals. Grim stayed silent at this, and Salem sighed before standing up.

" look we both know your going to have to pick a side soon, and when you do and this is all over, just think about sparing him. Grim grunted at this, and a watching onlooker once again smiled before leaving to file his report to Ozpin.

" mission accomplished sir Therist has been delayed for ten months. Ozpin smiled at nocturne and sipped his tea.

" wonderful news nocturne with this we can build up and expand vales borders, and Make the city ready for war, everyone will have to fight in ten months time make sure this is understood please nocturne. Nocturne nodded, and went into the shadows to report this to the town while Ozpin sat drinking tea. After nocturne was done, he checked in with Dez, who was out of the hospital and settled in vale.

" Well I'm much better now thanks for checking in again. Nocturne chuckled and shrugged as he looked at his friend.

" No problem Dez I'm happy your alive, sorry about your horn though. Dez shrugged at this, and smiled.

" Hey come on now a horns just a horn, I'm just happy me and my daughter are safe. Nocturne chuckled at this and nodded.

" I can't believe she did what she did, that was pretty brave of her. Dez nodded, and smiled as he looked at a picture of his daughter.

" She's just like her mother and I love her so what are you doing next? Nocturne shrugged, and smiled under his mask.

"Probably going to go see how Summer's doing. Dez chuckled at this and shook his head.

" You two are inseparable. Speaking of summer, She had taken over grims job of training students, and was currently sitting with Ruby.

" so now that everything's calmed down and we've spent a couple months together are you feeling better? Ruby smiled and nodded in reply as she watched her friends and fellow students run laps or do push ups.

" yeah I guess, with the help of my friends,you, and nocturne I feel much better then I did. Summer smiled at this and rubbed rubys head.

" that's good to hear Ruby, so have you figured out how to convince grim to break out of therists control? Ruby frowned and blushed as she put her hood up to hide her face.

" uh I - well yeah I have an idea. Summer smiled at rubys reaction and took rubys hood off to see her face.

" and do you want to tell me what that idea is? Ruby chuckled, and played with her fingers before talking.

" I was thinking that maybe if I kiss him it will snap him out of it. Summer arched an eyebrow at this, and giggled.

" sounds like something you'd like to do. Ruby shrugged at this, and pulled out grims scythe from off of her back.

" Mom if I had these powers over the light why didn't they help me save grim?Summer frowned at this, and leaned against her arm before speaking.

" Ruby your new to your powers, and to be honest, you did save grim it's just that Therist Came to his hospital afterwords, and injected Grim with his blood. Ruby sighed at this, and once again combined her scythe and grims.

" Therist will pay for this. Summer smirked at the combined weapon and tapped Ruby on the shoulder.

" so you made your scythe and grims combine able huh? Ruby tilted her head and looked at her mother before looking at her weapon again.

" yeah why wouldn't I? Summer shrugged and smirked as she stood up.

" well it just seems like an intimate thing to combine your weapons since your weapon is a part of you. Ruby blushed at this, and stood up before Making an excuse.

" oh hey look there's penny I'm going to go talk to her. Ruby then zoomed over to penny to talk to her, causing summer to chuckle.

" she's so adorable. To Summer's surprise, nocturne came out of Summer's shadow and wrapped his arms around her.

" well you know she is a lot like her mother. Summer rolled her eyes at this, and put a hand on her hip.

" thanks nocty but what are you doing here, shouldn't you be out telling everyone the good news. Nocturne shrugged at this, as he took off his mask and smiled at summer.

" News travels fast in this city well be ready when Therist heals. Summer smiled at this and kissed nocturnes cheek.

" good I can't wait for this all to be over, this war has been hard on all of us. Nocturne nodded and Smiled as he sat down with summer to watch the students train.


	29. A Grim Last Stand

Ten months then passed by as Therist recovered from his wounds and crafted himself a new set of armor. Now, Therist had no reason to hold back, as he unleashed the horrors he kept in his pyramid to help form a new Grimm army to attack vale and demolish it.

" they think their so clever don't they hmm trying to kill me with a bomb Tch fools, their going to pay for they're transgressions against me. Therist then walked down his pyramid, to his vault, and opened it revealing Grimm Therist had kept sealed away.

" Jokul arise I am in need of you. As Therist said this, a humonoid grimm with a permanent grin rose from the ground and began hopping around.

" oh master Jokul is so happy to see you again, Jokul almost thought you forgot about him yes, but you are here now so what does the master need of his jester. Therist grinned at Jokuls enthusiasm and placed a hand on his face.

" calm yourself Jokul most of remanent belongs to me now, however vale remains and I do not have the time to create new Grimm to use so I am unleashing the army I have kept stored, did you seal them all the right way. Jokul nodded and clapped his hands together with glee before laughing.

" hehehe yes Jokul did as master asked yes he did, come come, I will free your beasts master. Jokul then pranced deeper into the vault as Therist followed him.

" first master we have the brain wyrms such lovely creatures, able to burrow into something and turn it into a Grimm. Jokul then brought out an armor plated black worm with its red teeth snapping at the air, hungry for flesh. Therist chuckled at this, and petted the wyrm before putting it back in its cage.

" though the wyrm is useful for making new Grimm, I have no need of it at the moment. Jokul nodded, and skipped along happily to the next cage.

" in here sire is the sand crawlers that we mutated from lizards the brain wyrms made them a successful creature. As Jokul spoke, Dozens of dragon like creatures burst from the sands, and stared at Therist who smiled at them.

" yes these are fine beasts very good Jokul now how is ocular? Jokul smiled at this and nodded as he waved Therist forward.

" ocular is here sire yes he was very impatient and always wanting to cause fear. As Jokul said this, a floating Black eye ball with a red iris came down from the ceiling and grinned at Therist as it waved its tentacles at him.

" master how good to see you again I was beginning to wonder if you were ever going to free us. Therist chuckled at this and shook one of ocular so tentacles.

" please me needing you is a bad thing, you are my back up army. Ocular frowned at this, and picked a bone out of his teeth.

" Hmm the humans and Faunus are giving you trouble master. Therist growled begrudgingly and nodded.

" they nearly killed me ten months ago, and destroyed a good portion of my army, the Grimm population is slowly building back up, but I only have a small portion of my tribe left, the others joined the humans for safety Tch cowards, at least the beasts of Grimm and the new Grimm follow me loyally. But without the white fang, the new Grimm lack the numbers I need to win as well even with the robot army I control. Ocular hummed at this and rubbed his Body.

" hmm seems like that's why your bringing us out then hmm? Therist nodded at this and smiled.

" yes now let us follow Jokul to the next exhibit. Jokul nodded and led the two to the next exhibit where a Grimm cat creature lay.

" your Sabers are well taken care of master but they to hunger for flesh. At the sound of Jokuls voice, the sabers jumped up and lunged at their cages trying to eat him as they bit at the bars with their large canine teeth.

" hmm they will do nicely Jokul now how is amalgam doing. Jokuls eyes twitched at that and he frowned as he stepped forward to amalgams room.

" amalgam is not right in the head master, being made from different grimm makes him unstable and well he's Very violent. As Jokul said this, a hand shot out from the bars and pulled him close before a hissing voice spoke in three tones.

" now now Jokul it's rude to talk when there's some one listening. Jokul gulped as he stared into amalgams main face which had all eight eyes focused on him.

" I'm not violent you babbling fool, anyone would hurt you for your nonsense. Therist chuckled at this, and dragged amalgam over to him.

" calm your self Amal there is plenty of time to fight later. Amalgam growled at Therist, and his three heads swiveled to stare at him.

" you killed Xander didn't you? Therists eyes opened in surprise at this and he tilted his head.

" how did you know I killed him. All three of amalgams heads hissed at this as he glared at Therist.

" he was my brother not to mention he's visited me down here. Therists eyes narrowed at this, and he snapped his fingers, locking amalgam back up.

" then I can't trust you, I'll free you after the war is done. Amalgam growled at this, and stared at Therist with hatred.

" you will pay for your sins Therist one way or another it is destiny. Therist chuckled at this as he walked away with Jokul and ocular.

" destiny? Destiny served me for a thousand years, what's going to change that now? Amalgam smirked at this, and laughed before he spoke.

" how about a Rose? Therist stopped in the hallway at this sentence, and turned around slowly before using his shadows to send shadow spikes at amalgams cage. However, amalgam only used this to his advantage as he morphed to dodge the spikes as they destroyed his prison allowing him to escape.

" hahaha you childish fool, I will make you pay on this day mark my words. Amalgam then transformed into a nevermore, and flew out of the pyramid at top speed leaving a pissed off Therist behind.

" damn it, Jokul is anyone else in here willing to turn on me. Jokul cowered at this and shook his head.

" no sir the rest of us serve you faithfully. Therist nodded at this and sighed as he turned around.

" raise my army, bring the sabers, nevermore, beowolves, ursa, grimgoyles, grimps, Griffins, bring them all every Grimm you can find today humanity will die, you have five hours to do this, and we will attack in two hours after that, the night will bring something special. Jokul nodded at this, and skipped quickly into the forest, while ocular followed Therist to his throne room.

" Master what exactly has gone on in the past year. Therist growled as he sat down in his throne, and used his shadows to view vale.

" war ocular plain and simple, A war that never really ended, and has been secretly going on for a thousand years. Meanwhile else where in the pyramid, emerald and Mercury were talking.

" hey em, I'm not sure if we're on the right side anymore. Emeralds eyes widened at this and she gasped.

" shh what if cinder hears you? Mercury rolled his eyes at this and frowned.

" to hell with her, to hell with Therist If we Stay here on his side what future do we have? Emerald opened her mouth to speak but then frowned as she shut it again.

" your right, cinders gone crazy, but we owe her don't we?Mercury Shook his head at this and growled.

" that woman who's Making grim kiss her right now, is not cinder, our cinder wouldn't want just this, this is just, wrong. Emerald nodded and frowned as she bit her lip.

" but how are we going to escape?Before either could speak, Salem entered the room.

" I believe I can help you with that. Salem then snapped her fingers, and a shadow portal opened to vale.

" go quickly before Therist notices. The two nodded at this, and jumped through the portal while giving Salem a thankful smile.

" two more saved, let's hope Ozpin can pull a win out of this. Meanwhile in the dungeons, cinder was once again forcing grim to kiss her.

" I know why you resist me its that pesky little Ruby isn't it? Grim shuddered when cinder said rubys name making her smirk.

" oh did that make you mad, that I found out your little weakness? Grim growled at this, and pinned cinder against his bed.

" shut your damn mouth you witch! Cinder smirked at their position, and smiled slyly.

" such big words, you may resist me now but what if I threatened your precious Ruby hmm. Grims face turned horrified at this, and he backed away from cinder as she stood up.

" that's a good boy grim, now if you kiss me like you mean it Ruby and all your little friends can be spared. Grim frowned at this and looked down, before glaring and pinning cinder back down to the bed as he kissed her. While this violation happened, almagam landed in outside of vale, and morphed into a random human form before traveling under the wall and entering the city.

" thank goodness I'm made of goo now or it would have been hard to explain why I was-freeze! Amalgam stiffened up as he raised his hands, and turned around to see summer pointing her scythe at him.

" who are you and why are you here? Are you spying for Therist, like those other two who we captured? Amalgam sweat dropped at this, and morphed back into his normal form.

" peace summer, I am Xander's brother or at least I was, unlike my brother who left Therist easily, I encountered an accident that turned me into this, he came to me after he died and explained the situation to me. Summer's eyes narrowed at this, before she lowered he scythe.

" fine I believe you, Xander told me about you any way so let's go meet Ozpin. Five minutes later, and the two entered ozpins office to find him talking to Emerald and Mercury.

" I'm glad you two came to your senses and switched sides, I'll have team RWBY show you to your room now if you excuse me. Ozpin then waved to the two as they left, and turned to summer and amalgam.

" well you certainly are a unique creature to what do I owe your visit. Amalgam smiled and twisted his heads so his main one was staring at Ozpin. .

" greetings headmaster Ozpin, I have come to update you on therists forces.

Ozpin nodded at this and smiled.

" very well proceed. Amalgam smiled, and morphed into all the grimms that Therist had.

" he is bringing many Grimm of different species I don't know when but he is planning on attacking today. Ozpin nodded at this and narrowed his eyes.

" is that so thank you for this information, don't worry we'll be prepared, and I already have a plan. Meanwhile, team RWBY had shown up to take Mercury and Emerald to their new room.

" so you two are actually going to be our friends this time? Emerald nodded at this and chuckled before frowning.

" yeah sorry about that it's just- Mercury and I had a bad life before cinder found us, she just took care of us, and I never wanted to do anything but serve her she's changed now. Mercury nodded at this and growled as he crossed his arms.

" not to mention she's forcing Grim to kiss her, nothing's worse then forced romance. Ruby turned around laser quick and glared at Mercury as he said that.

" What! She's doing what to grim! The rest of team RWBY sweat dropped at this, and took a step back from Ruby as she stared holes through Mercury.

" I uh- she's forcing grim to kiss her-. Ruby Roared in anger at this, and zoomed away to go destroy something while the rest of team RWBY turned back to a stunned Mercury and Emerald.

" erm sorry about my sister, she's really in love with grim you know? Emerald frowned at this but nodded in understanding.

" no it's fine I get it man now I feel bad for working for cinder. Blake smiled at this and laid a hand on emeralds shoulder.

" hey it's ok you switched sides now and maybe now you can do some good. Emerald and Mercury nodded at this, and Entered their room with smiles.

" thanks for doing this. Weiss nodded at this and sighed as she Grabbed the door.

" your welcome let's just hope we live through this. Weiss then closed the door leaving the two to their thoughts. Meanwhile, Ruby was in the cafeteria talking to Roman and neo.

" I can't believe cinders using Us to force grim to kiss her. Roman rolled his eyes at this and chuckled.

" I figured she'd be like that she always seemed to be the possessive type to me, though if ozpins Information is right Therist is planning on attacking today and you'll have your chance to get Grim back. Ruby nodded at this and smiled as he hugged Roman.

" thanks Torchwick your a good guy. Ruby then left the cafeteria to go talk to Ozpin, while neo smirked at Roman.

" what? Neo shrugged and signed to Roman.

" nothing just noticing how nice you are. Roman scoffed at this and shook his head.

" what I can be a nice guy! Else where in the cafeteria, Winter and Qrow sat next to each other talking.

" I can't believe a drunk like you is my boyfriend hehe it makes dad so angry but I don't care I'm a strong independent woman. Qrow nodded at this as he took a sip from his flask and chuckled.

" yes, yes you are and very dominant in other areas. Winter blushed at this, and slapped Qrow upside the head making him chuckle as she pouted.

" don't say that out loud you dolt. On the other side of Qrow and winter taiyang sat with Raven and Ate with her.

" I'm glad your back Raven I missed you a lot. Raven chuckled and blushed lightly as she ate.

" I, surprised you weren't tongue tai'd At my return. Taiyang went to take a bite of his food but stopped as he registered what she just said.

" was that a pun? Raven giggled and nodded making taiyang smile.

" Glad to see I rubbed off on you. Raven rolled her eyes at this, and kissed taiyang on the cheek before finishing her food. As the two couples talked, team reaper watched them with frowns as they all tossed money to Atrail.

" thank you very much your patronage is appreciated. Elijah stayed silent at atrails reply and grumbled while Penelope was much more direct.

" no fair Atrail you always know who's going to get together why do we even bet with you. Atrail shrugged and turned to Evan and shook his hand as he gave him half of his profit.

" guess I get some help from Evan he can smell attraction after all. Remus stayed silent at this, and Nodded as he patted Atrail on the back.

" another bet well done now all that's left is Glynda and Ozpin. After Atrail said ozpins name, Ozpin spoke up over the intercom.

" would everyone please meet in the center of the city please I have an announcement. Five hours later, and it was raining,as Ozpin had gathered his army of hunters and huntresses just outside of therists pyramid. To say Therist was surprised was an understatement, as he Strolled out of the pyramid with Grimms of all kinds following him or coming out of the forest to be by his side.

" well isn't this a fun little surprise and here I was going to go to the trouble of surrounding vale and sieging it heh what luck I have had, oh this storm is the perfect back drop for your demise. Ozpins lips twitched at this, and he chuckled, making therist growl.

" and what is so god damn funny here Ozpin? Ozpin smiled as he sipped his tea and tilted his head.

" why it's the fact that you think you can win here. Therists eyes widened at this, and then he smiled as he began to laugh while cinder and grim appeared at his side.

" y-you actually think your going to win today? How hopeful of you but futile, I will squash the light of humanity off of the face of the remanent. As Therist said this, he opened up shadow portals, and the droids from atlas fell into place a few feet from Ozpin and his army. Ozpin smirked at this as he turned to ironwood and penny and nodded as penny pushed a button on her arm, causing the robots visors to turn from orange to green like Pennys eyes. Therist reared back in shock from this and grit his teeth as the droids all turned around and took aim at various Grimm.

" y-you think that will help you win? Please those machines didn't save atlas, and they certainly won't save vale. Ozpin laughed at this heartily, making Therist roar as he stepped forward.

" what is so fucking funny now you arrogant prick. Ozpin merely pointed to the trees behind Therist, and Therist turned around only to gasp, as hundreds of white fang members were in the trees, with Adam and tukson at the front of them.

" K-ki- Grah KILL THEM ALL! Therist then roared as he jumped into the air and flew toward Ozpin starting the conflict, as the two clashed in a flash of green and black, as they went into the sky. At the same time, The droids opened fire on the Grimm, and the white fang pounced on the backs of the unsuspecting Grimm killing hundreds of them. Grim growled as he charged forward using his shadows to allow him to dodge any damage from any dust shots as he slammed into the wall of droids, destroying one with a kick to its face. Grim then threw the destroyed droid into others, causing a small explosion of five of them, while at the same time, grim slashed and hacked apart six more of them before wrapping his tail around ones head and using it to club the others. The combined students, were hardly stationary while this happened, as they charged past the line of droids to smash into the oncoming Grimm, and new Grimm forces. Team RWBY split up into different directions In the fight. Ruby went towards grim, using her own and grims scythe to turn anything near her into slices as she attacked them. Yang Fell back to help Atrail fight as the two stood back to back, shooting any Grimm or foe they could see, while dodging around each other, and attacking anything that got close to the other.

" shouldn't you be with your team. Yang shrugged at this, as she crushed a beowolves face into the ground with her fist and then fired point blank at an ursa that tried to pounce on Atrail sending it rolling back in pain as it died.

" they're all going for different people to help, Ruby is going to grim, and Weiss and Blake are going to get Neptune and Sun. As the two spoke, Elijah cut through a nevermore that dived at the two, and then threw his sword into the mouth of a griffin as he stepped forward.

" can you two idiots talk later we're in the middle of a battle. Atrail shrugged at this, and jumped up into the air while holding yang, as a saber lunged for them. Atrail smirked at this, as he fired his shotgun allowing him and yang to land onto the sabre hard as he grabbed onto its armor plate and pulled on its fur.

" woah big kitty woah, easy. The sabre growled at this but soon calmed down as Atrail petted it, allowing him to set yang down.

" looks like I'm the cat master now eh. Yang smirked at this and nodded.

" oh yeah you are. Penelope groaned at the two, and used lighting to strike a flock of grimgoyles that swarmed around her.

" can you just freaking fight I don't know if you noticed but we are outnumbered. Atrail rolled his eyes at this and opened his mouth to speak but as he did, Evan came charging past him in his werewolf form, as he tore through any Grimm that he was bigger then, at least until the ape Grimm locked fists with him, and the two entered a stalemate, as they traded blows. Atrail frowned at this, and turned to see Remus, with his mask off, spewing lava out of his mouth at any Grimm he could reach.

" erm okay you have a point, I'll bring in some reinforcements. Atrail then closed his eyes and concentrated, until his pets night and sky breaker came out, along with Victor who was now a skeleton wearing the same clothes.

" oh fuck my chest hurts- wait I'm dead why am I not in hell? Atrail groaned as he slumped against the saber before regaining his strength and pulling yang up next to him before turning to his undead minions.

" I've summoned you all to help with the fight so make yourself useful. Atrail then kicked the sabers side, causing it to run into the enemy line, as yang fired from its back, and he swung his axe cutting down Grimm as they went. Following their leaders example, night and sky breaker entered the battle causing a major advantage on their side of the battle field, as night was like a tank Crushing smaller Grimm and taking on the bigger ones, while sky breaker was a jet taking out ground units, and fighting against other air forces. Vincent groaned as he pulled his knives out of their holsters and spun them around.

" well I'm dead may as well have some fun. Vincent then charged forward, and logged his knife into an ursas skull, before using it to launch himself forward, allowing him to slit the throat of an nevermore as he passed it.

" I love my job. Next to team REAPER, Team JNPR and team CRDL fought side by side helping each other in battle. Jaune and Pyrrha stuck close to one another, fighting back to back, and Jumping or rolling over each other as they fought. Noticing a death stalker was coming towards them, Jaune tossed Pyrrha into the air, before he himself blocked the claws as they swung at him. Jaune was dragged back by the force of the hit, and he growled as he stabbed forward into the death stalkers eye making it rear back in rage and leaving it open as Pyrrha came down hard and stabbed it through the brain killing it. Cardin then came rushing forward, as he smack a nevermore hard in the face with his mace, knocking it right into the firing range of his team mates who took advantage of this as they opened fire on the dazed nevermore, tearing it apart.

Jaune and Pyrrha nodded thankfully at Cardin, who waved back at them, before the three split up, Jaune and Pyrrha running to join Nora and ren, and Cardin falling back to help his team fight. Jaunes team then worked together, fighting in a circle and killing any Grimm that got close to them. On the other side of team JNPR and team CRDL team CFVY Fought off Grimm as well. Noticing how bad the odds looked, velvet turned to Coco as she kicked a Beowolf away from her.

" can I use my powers now? Coco turned to velvet and nodded with a grin.

" go ahead you have been saving up for so long now put it to good use. Velvet nodded at this and smiled before she closed her eyes activating her abilities to copy. The person she picked to copy first however was someone who would give them an advantage, as not only did velvet get his scythe, but his shadow clones ability as well, as several blue versions of velvet appeared.

" oh this is going to be so much fun. Velvet then smiled as she and her clones ran forward into the Grimm line and cut a straight path through them as she went. Velvet and her clones then all transformed their scythes into their Gatling gun forms and jumped into the air so they could rain death down upon the Grimm. Once this was done, velvets clones disappeared, and velvet pulled out rubys scythe, before firing it at an oncoming never more, killing it as she rocketed back down to the ground. When velvet touched back down into the ground crushing a Beowolf as she did. she then spun rubys scythe around before smiling as she turned it into the combined form of rubys and grims scythe Rose claw . Velvet then ran forward, and with extended reach that the Rose claw gave her, she was able to cut through Grimm far and wide. When velvet got done with her current weapon, she switched to weiss's rapier and Blakes sword together, before once again Getting back into battle, as she stabbed or slashed any grimms that were open to attack or charging. After this, velvets ears allowed her to pick up on the distinct sound of penny charging up her laser, this caused velvet to copy penny, as she hopped next to her.

" looks like we're both combat ready eh penny? Penny nodded at this, and smiled as velvets and her knifes surrounded each other to form one giant beam as Green and blue energy combined into a teal color, before demolishing a huge section of Grimm killing hundreds of the oncoming monsters. Seeing this, coco smiled as she reloaded, and turned to Yatsuhashi.

" velvets doing pretty good huh.

Yatsuhashi nodded at this, as He slammed his sword into the ground, creating a shockwave that killed a dozen beowolves that were charging at him.

" yes velvet is quite the fighter but, we already knew that didn't we, where's fox at. Coco smiled and pointed behind her to show fox rapidly Fighting off Grimm as he quickly attacked from one side to the other.

" he's got it covered over there as long as we all work together we can win this. Next to team CFVY was team BRNZ Branz, Roy, and Nolan Were all gathered in a circle using their combined melee skills to kill any Grimm that attacked them. First Nolan shocked the attacking Grimm, then Branz delivered some jabs with his claws, before throwing the grim to Roy who finished the Grimm of by decapitating it. Through this technique, may provided cover while sniping from a near by tree. Of course may was soon noticed, and a dozen or so grimmgoyles flew at her. Mays eyes widened at this and she quickly reloaded but, it seemed to late as the grimmgoyle dove for her tree, only to be killed by several shots of Dust. Surprised at this, may turned around, to see Roman strolling down the battle field , with his cane smoking just like the cigar that was in his mouth.

" hey kid you might want to find some better cover. May nodded at this, and jumped down from the tree before running to find better cover, as Roman then scanned the battle field from where he was and frowned.

" damn it where's neo? Romans question was soon answered as he saw a glimmer of light out of the corner of his eye and turned around to see an almost translucent neo sneaking up on grim.

" shit what is she planning who knows what's going on in grims head right now. Roman then tried to go after her, only for Jokul to block his path.

" ah the traitor returns to the battle field you made Jokuls master quite angry yes yes, it should please him if I bring your head to him. Roman arched an eye brow at this before laughing.

" oh you think you can kill me really? I'm a master criminal do you know how many times I've fought some one and won, cause it's a lot. Jokul laughed at this, and clapped his hands as he pulled out a dark green dagger.

" oh it doesn't matter how much you've fought traitor, Jokul will spill your blood. Jokul the ran forward on all fours, much to Romans surprise who blocked Jokuls attack easily. This however was what Jokul wanted, as he tripped Roman causing him to fall and lose his grip on his cane. Now having an advantage, Jokul tried to stab Roman, only for Roman to catch his hand.

" what do you think this will do when my auras still up? Jokul cackled at this as he and Roman struggled over possession of the knife and ran his tongue over his teeth.

" Jokul doesn't care, Jokul will attack you again and again until he gets to taste your blood and rip out your eye balls. Roman Glared at Jokul as he said this, and used one hand to hold back the knife, while the other hand grabbed his cigar and rammed it into Jokuls eye. Jokul screamed in pain at this, and kicked Roman away from him as he rubbed at his eye.

" you - you ruined Jokuls eye, Now I'll kill you slowly. Jokul then began to walk slowly towards Roman, who had landed a few inches away from his cane after Jokul kicked him. Roman chuckled as he got up and dusted him self off, before kicking his cane into his hand and spinning it around.

" you want my blood you crazy fuck then come and get it. Jokul roared at Romans cocky words, and charged at him in a blind rage, however this is what Roman wanted, as he dodged Jokuls attack, and grabbed his knife arm before snapping it and tossing him to the side. Jokul once again howled in pain as he grabbed his broken arm, before begining to laugh making Roman frown as Jokul spoke.

" thank you for causing Jokul so much delicious pain, I will be sure to inflict it back on you with ten times as much power as you used. Roman sighed at this, as he pulled at a new cigar and lit it, before slowly walking towards Jokul, who had once again picked up his knife and was glaring at Roman.

" your a sick freak enjoying pain like that. Jokul laughed at this, and bowed before twirling his knife in his hand.

" thank you Jokul prides himself in dealing with pain, now let Jokul cause you some. Jokul then threw his knife at Roman who dodged the throw, but this left him open to attack, as Jokul ran forward and grabbed Roman by the throat before choke slamming him into the ground. Roman groaned in a daze, and Jokul used this opportunity to pick up Romans cane and began to hit him. As Roman growled in pain, Jokul smiled and began to laugh.

" oh that looks like it hurts, is your aura wearing down? I wonder what hurts you more yes- hahahahah front hand(smack) or backhand (smack) so tell me traitor tell Jokul what hurts more and I'll crush your skull if you do. Roman gasped in pain, as his aura began to crack, and knew that he couldn't take anymore damage as he spoke. However, he spoke to low for Jokul to hear him, so Jokul leaned down to listen, but was given as surprise as Roman head butted him hard, depleting his aura and causing a cut to appear on his head from the wound. Gritting his teeth, Roman then pushed the stunned Jokul off of him and stood up before stomping on Jokuls chest making him drop Romans cane as he gasped with pain. Seeing that he had the upper hand now, Roman picked up his cane and put it to Jokuls head.

" any last words you sick freak? Jokul chuckled lowly at this and licked his blood covered lips.

" you taste delicious. Roman scowled at this, and didn't hesitate to pull the trigger as he blew Jokuls head off.

" great now I'm tired, injured, and I got blood on my fucking hat and suit. Roman growled as he stepped off of Jokuls corpse and tried to find neo again, only to see her battling off a horde of grimm that had managed to find her .

" what the hell is how is that possible, they shouldn't be able to find her, damn it don't worry neo I'm coming. Despite having no aura left to protect him, Roman fought on through the tide of Grimm violently swinging at anything that got in his way. However, Roman was not the only one watching the battle, as a bow was drawn from the shadows. As Roman fought his way to neo, he was unaware of the bow being pointed at him and never saw the obsidian arrow coming as it slammed into his shoulder, making Roman cry out in pain as blood seeped from the new wound. Despite his new wound, Roman fought on desperate to get to neo and save her, as he saw her begining to be overwhelmed. However, the bow wielder In the shadows would not give Roman any quarter as they drew their bow once again and fire, this time hitting Roman in the leg just above his knee. Roman cried out in pain once again, but he didn't flinch as he fought on, now limping to try and get to neo. The bow wielder growled at this, and pulled back another arrow, this time aimed at Romans gut. Despite this difficulties, Roman had made it to neo and had fought off the Grimm around them for now, just as the third arrow was released. Roman hugged neo after fighting off the Grimm, and at this moment, the arrow slammed into his back making him gasp in pain, and neo in worry and horror as she saw his wounds.

" sorry -kiddo-looks like I might not -cough make it out off this one, but at least -I helped save the one thing I couldn't lose . Neo teared up at this, and the bow user stepped out of the shadows to reveal it to be cinder, as she came forward with another arrow loaded.

" neo I'm sorry it had to be this way, but your adopted daddy turned on me and he needed to pay for it, but you don't have to be alone, abandon Roman and I'll let you live. Neo glared at cinder for what she said and flicked her off, making cinder smirk as she raised her bow up to neos head.

" what a waste of skill, but if you want to die so be it. Cinder then let her arrow loose, only for a familiar shield to come flying by to destroy it, before returning to its owner. Cinder glared at the shield that stopped her attack and followed it back to its owner, which was pyrrha.

" well if it isn't the Amazonian warrior Pyrrha, why are you interrupting me. Pyrrha chuckled at this, as she held her spear in the air, and her shield at the ready as she circled cinder.

" well it's mainly because you have something of mine. Cinder smirked at this and rolled her eyes as she put her bow away and filled her hands with shadow and fire.

" please it was never meant to be your power little girl. Pyrrha chuckled at this, and her eyes turned orange as Amber took over.

" And my powers, were never meant to be yours, you evil cold hearted bitch. Cinder flinched at the sound of ambers voice from Pyrrhas body, and glared at her.

" so ambers still alive in your body allow me to fix that for you. Amber laughed at this, and Then put Pyrrhas spear into the ground making cinder tilt her head.

" why would you set your weapon down. Amber smirked in Pyrrhas body and tilted her head.

" I'm arcing it. Cinder seemed confused at this term and scowled.

" what are you talking about. Pyrrha smiled as she regained control while pointing up, Cinder looked up as told, and was met with jaunes sword to her face, knocking her into the ground and causing a crater to form. Jaune then jumped back away from the now furious cinder and turned to neo, who was holding Roman.

" get out of here we can hold her off. Neo nodded as grabbed Roman before Disappearing from the battle field, as Jaune and Pyrrha faced down cinder, who burst out of the crater covered in shadows and flame.

" I'm going to burn you to ASHES. While this battle was about to go down, Ozpin and Therist continued to clash in the air and seemed to be even.

" damn your magic genes Ozpin, if you weren't related to that damn wizard I would have killed you by now. Ozpin smirked from his green bubble shield, and pressed harder against Therist.

" well I guess you should have never started this war then Therist. Therist growled as he shadow traveled behind Ozpin and tried to impale him with shadow spikes from behind, only for ozpins shield to hold as he was pushed back.

" you may be stronger then me by a far margin, but that doesn't mean I can't fight back against you. Therist growled as he glared at Ozpin and flared his wings.

" look Ozpin your army's beginning to be overwhelmed, it's been two hours since this fight began look up at the sky Ozpin and know why I wanted to attack at night. Ozpin then turned and gasped, as he saw that not only was the sky red, but the moon was as well.

" a lunar eclipse, oh no. Therist grinned as shadows surrounded him, the lunar eclipse giving him more energy to use.

" oh yes, with this energy given to me and my Grimm, we shall crush humanity once and for all. Ozpin glared at this and smirked as he took out his scroll.

" I don't think so. Ozpin then pressed the call button on his scroll, and portals of both red and black coloring opened up as the civilians and refugees poured from out of the portals with weapons in hand some with swords, some with guns, and some with bows, and at the very end out came ranma, who took to the air to provide support as he fire bombed Some Grimm and outright crushed others. with this new force they were outnumbering and overwhelming the Grimm despite all odds. Seeing this, therists jaw dropped open in shock, before he turned to Ozpin in anger.

" despite what you've already done you planned all this, you had nocturne and that damn team of his set this up, oh when I'm done killing you I'm going to destroy his whole team in front of him. Ozpins eyes narrowed at this, and he flew forward To attack Therist, only for a super powered blast of shadows to slam into his bubble Sheild starting to make it crack. Despite this Ozpin still moved forward determined to hit Therist as his defense began to break.

luckily for Ozpin, he was able to burst through the shadows and slam hard into Therist, causing an explosion of green to cover both of them. When the blast disappeared, Therist and Ozpin were kneeling on the ground one on fire with green flames around their body the other tired and depleted.

" you know Ozpin that really hurt me, A shame I'm stronger or that would have killed me, and you put all your aura into that attack I hope your ready to die. Ozpin chuckled at this,and Therist roared at this and grabbed Ozpin by the throat.

" STOP FUCKING LAUGHING AT ME. Ozpin Chuckled despite being choked, and smiled.

" I only weakened you, it's up to others to finish you. Therists glared at this, and raised his hand to stab Ozpin, only for a tree to slam into him, Ozpin turned and stared in shock at where the tree came from to see Glynda standing there.

" Glynda- didn't I tell you to leave Therist to me. Glynda frowned at this, and picked Ozpin up, kissing him gently as she did.

" hush now your injured, I'm getting you out of here. Glynda then began to carry Ozpin off of the battle field, until Therist shadow traveled over to her.

" oh how cute, the loving assistant is saving her headmaster, I could just kill you both, in fact I think I will. Therist then Formed a giant shadow fist in front of Ozpin and Glynda ready to crush them. Ozpin sighed tiredly at this, before looking at Glyndas determined face.

" Glynda if we make it out of this, I want you to know that I love you. Glyndas face turned red at this confession, and as Therist went to crush the two, a light portal opened in front of them and nocturne and team QRTS came out. Nocturne seeing the situation, Used his shadows to hold back the shadow fist, as he turned his head to look at Ozpin and Glynda.

" you two get out of here we'll handle this. Glynda nodded great fully at nocturne and the others before hopping through the portal leaving the battlefield. Seeing this, Therist roared in anger, as he extended his full powers and tried to overwhelm nocturne, but the lunar eclipse increased nocturnes own powers as well, and he was able to hold back Therists powers. Therist grunted at this, as he dropped his shadows and stared at his most hated enemies.

" fine then if I can't kill you with just shadows alone then I'll fight you all. Hearing this, team QRST stepped up to stand by nocturne as they all drew their weapons and point them at Therist. Therist laughed at this and drew his sword, before making another sword out of shadows,.

" At the end of this day either I'll be dead or all of you will be. The final battle between Therist and Team QRST then began, while meanwhile, the new reinforcements were helping combat the Grimm, and team SSSN was Having an easy time at fighting especially with Weiss and Blake by their side. Sun smiled as he and Blake fought together weaving in and out of each other's paths, and cutting down or smacking any Grimm that got close to the other.

" you know this has to be the weirdest date I've ever had. Blake rolled her eyes at this, and smirked as she Cut the head off of a Beowolf.

" oh this isn't a date just you wait, after this I'll treat you to a real date. Sun smiled at this as he spun his nunchucks around, while firing them taking out an ursa and a dozen of beowolves as well.

" sounds like fun. Next to them, Neptune and Weiss sat on top of the giant glowing knight that Weiss summoned, and were directing it how to fight.

" I gotta say Weiss this is pretty impressive. Weiss smiled at this and nodded as She sliced a Beowolf that jumped at her.

" yeah winter was right summoning is a powerful tool. Neptune nodded, as he transformed his weapon and began to fire at grimmgoyles, frying them as he did.

" I definitely agree with you there. Under the knight, Scarlet and sage fought together, despite the rest of their team being separated.

" how is it that we are the only ones that stick together sage. Sage shrugged as he grabbed a charging Beowolf and cracked its neck.

" Guess we're just Lonely people scarlet. On the other side of team SSSN team ABRN fought separately. Arslan being the strongest on the team, was tearing the Grimm apart, punching back ursa with ease, and shooting fire from her hands as well to burn Grimm that tried to sneak up on her teammates such as the creeps or grimps. Bolin, was having an easier time of fighting the beowolves, as his agility allowed him to dodge any attacks that came at him and allowed him to quickly dispatch them however, He had to dodge the much stronger attacks of the ursa, or even the griffin as they could do major damage if they made contact. Next to him was Nadir who covered him from both the flying Grimm and Some of the stronger ones such as an ursa. However, the two weren't ready, when a dozen sand crawlers burst from the ground at their feet. To their recuse however came Reese, who with her hover board, created a Tornado of fire around Bolin and nadir sucking the sand crawlers into it and turning them into ash. When the fire tornado faded, Reese waved at her teammates, before Rejoining the battle, both freezing and burning Grimm as she went.

Next to team ABRN was team NDGO who much like team JNPR stuck close together. Nebulas strategy was for her to stay in the circle of her teammates, and fire her crossbow at oncoming Grimm such as grimmgoyles, beowolves, creeps, or ursa, while her teammates fought and protected her. When nebula had to reload, she switched with Gwen, allowing for more mobility in their formation, as the group was able to charge forward and guard Gwen, as she spun around the Grimm, and Threw her knives the three at a time knife attack seemed to be effect, as it even managed to take out a nevermore though for the stronger Grimm such as the saber or death stalker dew was needed, as her stronger dust devils were able to throw these Grimm around with ease. Just as her other teammates were fighting the Grimm with ease Octavia as well thrived in the battle, as she was able to create multiple shockwaves of fire, as she spun around the battle field, creating her own tornado of fire , which then split apart and seprated on the battle field going in multiple directions, and killing All kinds of Grimm except for the Deathstalkers or nevermore which only took some damage from the fire.

Across from them stood Ironwood,Winter, the remaining soldiers from atlas and the teams from atlas, who were fighting in formation next to him. Ironwood sighed, as he grabbed a saber that tried to Jump him with his metal hand and put his gun to its head before firing killing it.

" I'm fine you know? You all don't have to protect me. Winter laughed at this, as she raised some of the destroyed Atlesian robots back to fighting condition and Slashed a sand crawler that tried to surprise attack her.

" general we all know you can handle yourself, but your our leader now, and if your going to die, we're going to die with you. Ironwood smiled at Winters words and looked up at the blood red sky before taking aim once again, and shooting Some grimmgoyles that tried to get the drop on winter.

" I think we should focus more on fighting then talking schnee. Winter nodded at this, and pulled out a flask of her own before taking and drink and letting her hair down.

" your right I might as well go all out. Winter then pulled a blade out off her belt, and Flipped it in her hand before creating several glyphs, allowing her to zoom about the battle field, slashing and killing Grimm as she went. Ironwood stared after her in surprise before face palming as he figured out why she just pulled out a flask.

" Qrows a bad influence on her, however if it makes her fight like that I won't argue that they shouldn't be together. Ironwood, then turned to one of his fallen soldiers and gave him a quick salute, before picking up his fallen rifle.

" you served atlas well solider rest in peace while I put your rifle to good use. Ironwood then turned around, and ran forwards, one shooting the weaker Grimm with his revolver, and using a combination of the rifle and his revolver to kill the stronger ones. If the stronger Grimm some how managed to survive the damage both weapons gave it, ironwood would then finish it off with a strong punch to its face, crushing its skull. Just to the side of Ironwood, Penny ,Ciel, Flynt, and neon fought together. Penny herself was a tank, and needed no help as she shredded through the grimms with her swords, or outright destroyed them with a blast. Ciel much like penny was killing the Grimm easily as well, and while penny handled the ground Ciel handled the sky, as her wristwatch turned out to be a wrist laser, allowing her to take out anything in the sky that tried to get the drop on them. Behind penny and Ciel, Flynt and neon protected their backs from any Grimm that would of attacked them. Flynt used his quartet semblance along with his sound waves to both hold the Grimm at bay and to boost neons speed, as she zoomed around the stunned Grimm, using her nunchucks to freeze and shatter them, creating a shining rainbow as she Fought, which was amplified by Flynts sound waves, causing even more Grimm to be blinded by the light or to be frozen. Meanwhile at the back of the battle field, Adam and tukson were fighting side by side to kill any Grimm that came at them, however the sound of a roar and a chain saw revving up caught both of their attentions, as scar landed in front of them, looking more like a lion then he did a man.

" Adaaaam and tuksssson how good to see you two traitors together, hehehehe now I can kill you both. Adams eyes narrowed at these words and he smirked at scar before Gripping his sword.

" you really think you can take the two of us? Please your not worth our time. Scar roared in anger at this, and ran forward, swinging his chainsaw as he did. However, his attack was blocked by Adam and Tukson wasn't idle either, as he kicked scar away from Adam.

" your insane scar. Scar roared at this response, and ran forward once again, only this time beginning to spin so that he formed a mini tornado with his chainsaw. Seizing this opportunity to find a weakness, Adam closely watched the tornado as it neared him and looked for where scar would be. When he spotted a weak link in the tornado, Adam stuck his sword through it, and directly into scars face, knocking him to the ground, and knocking his chainsaw away from him. As scar laid on the ground, Tukson walked towards him and got ready to finish him.

" your a monster scar, this isn't a fight for equality anymore it's a fight for survival and you don't deserve to survive. Scar growled at this, as he unsheathed his own claws, and kicked Tukson in the throat knocking him away as scar got up. Seeing this, Adam narrowed his eyes, and kept a hand on his sword, as he readied to attack. He didn't have to wait long, as scar roared and charged at him. Though Adam was surprised by scars speed he was ready for the attack as he quickly drew his sword blocking scars claws. Scar growled at this like an animal and tried to bite at Adams throat as he pushed against Adams sword. Adam grunted at this, and was hard pressed to hold scar back, until a certain duo arrived to help, as mercurys foot crashed into scars face, sending him into the dirt and sprawling back to his chainsaw. As this happened emerald helped Tukson stand back up.

" hey uh sorry about the whole trying to kill you thing. Tukson chuckled as he dusted himself off and turned to glare at scar.

" that's alright you two can make it up to me by helping Adam and I kill scar. As Tukson said this, scar slowly got up and growled as he noticed how outnumbered he was.

" damn - you traitors all of you, I'll kill you someday. Scar then crouched, before jumping over the four and disappearing into the forest. Adam sighed as he watched scar leave and frowned.

" damn it I never should have chosen to start this violence, you had the right path in mind for us Tukson. Tukson Smiled sadly at Adam and laid a hand on his shoulder.

" not every leader is perfect, everyone makes mistakes and I made some just as you have its alright. Adam nodded at this and sighed as he turned to Emerald and Mercury.

" are you two still up to help? Mercury and Emerald nodded with determined faces, and Adam smiled as he turned to look at the Grimm army.

" alright then let's get back to it. Back with grim, he had finished off most of the Atlesian drones, and had moved on to attacking students. Just like in vacuo grims savage new tactics gave him the advantage, but with his new power amplified by the lunar eclipse, he crafted him self two more arms made of shadow, which helped him to block or grab a student and keep them in place as grims swords slammed into their chest doing momentous damage and sending the student flying back. Of course when other students recognized the monster that helped destroy vacuo, they charged towards grim, determined to kill him. Unfortunately every time some one landed a hit on Grim he seemed only to get stronger, as he unleashed a wave of shadows, sending dozens of students flying. Fortunately before grim could hurt or kill anyone else, Ruby blocked his path." grim stop this, this isn't you please, you can fight back against this darkness, you can control the shadows, don't let them control you. Grim growled at Ruby, and tried to attack her, but Ruby put up a Sheild of light, stopping grim and causing him to back up in fear. Ruby seeing this, teared up as she dropped the light Sheild and Rose claw.

" grim please, I-I can't fight you, I can't loose you-grim I LOVE YOU! After rubys said this, she began to cry, and Grim flinched at these words and her actions, grims eyes then widened, as he started to come to his senses.

" r-Ruby? Hearing grims voice fade in from normal to his feral voice, Ruby zoomed over to grim and hugged him hard before kissing him. As they kissed, Their powers seemed to flare, and the shadow and the light seemed to mix, creating a Blanance between the two. As this balance was created, grims mind was cleared of the darkness and unbearable hate, and he was able to regain control of his body. Feeling grim kiss her back Ruby smiled and kept kissing him until she had to pull back for air. Grim Breathed heavily, as his eyes went back to their silver color while he stared at Ruby.

" Ruby you - you brought me back. Ruby nodded at this with tears in her eyes, and she hugged grim who smiled and hugged her in return, before pulling away and concentrating making Ruby frown.

" what are you doing grim? Grim didn't speak if he heard Ruby, instead he just screamed, as he ripped therists blood out of his body, causing him to return to normal, as he held the disgusting black liquid in front of him. Hearing grims scream of pain, Ruby kneeled by his side, and hugged him until he stopped screaming and when he did Ruby opened her eyes and smiled.

" grim your back to normal. Grim nodded, and stood up with his and rubys head touching, while he was looking in her eyes.

" only thanks to you my lovely little rose. Ruby blushed at this, and kissed grim once again. Meanwhile The fights that cinder and Therist were having we're going on at the same time. Cinder was furious, and tried with all of her might to burn Pyrrha but, to cinders surprise, Jaune was using his Sheild, and had thrusted his sword into the ground to keep him steady as he blocked the flames. Pyrrha then sprung into action, summoning lightning into her hands, and jumping over Jaune before shooting it at cinder, catching her by surprise as she was sent flying back into the pyramid. Cinder however didn't stay in there long as she burst out of the pyramid, and began to clash with Pyrrha in the air.

" why don't you two give up, one of you is an empty spirit without a body, and the other is a girl that thinks she can defy destiny. Pyrrha grit her teeth at this, as one of her eyes shined orange and Backed away from cinder before going up higher into the air.

" shut your mouth, it is not destiny for people like you to win, it's your destiny for people like you to fall to people like me. Pyrrha then raised her spear into the air, and got it struck by lightning, before she then flipped her spear and threw it at cinder. Cinder gasped at the bright yellow spear coming at her fully charged with lighting, and shot a wave of flame at it to try and knock it away. However this seemed only to delay the inevitable, as The spear absorbed the flames and got strong before slamming into cinder with a loud bang of thunder and a flash. The resulting attack knocked cinder out, and sent her flying back into the forest and Pyrrha meanwhile, summoned her spear back to her with her semblance before landing and smiling at Jaune before giving him a kiss.

" thanks for the help Jaune, couldn't have done it without you. Jaune smiled at this, and giggled as he blushed.

"Hehe anytime Pyrrha. On the opposite side of the battle field, Therist was able to keep up with team QRST this time around, and with Raven not able to help by using her portals, Therist had an advantage as he Was able to attack the five without pause.

" hahaha can't touch me now can you team QRST. Despite being in able to land a hit on the super powered Therist, nocturne and his team fought hard to try and break therists defense. Unfortunately for them, Therist was only playing with them and wanted to at least let them try to hurt him, as his aura had now only gone down from one hundred percent to eighty percent. Therist then getting tired of carrying out the melee fight, used his shadows to send them outwards separating nocturne from the others. Seeing that the team was now separated, Therist turned to nocturne, and gripped him with his shadows before begining to choke him.

" ah what a familiar scene you sitting here powerless to do anything as I do what I want and hurt your friends speaking of which I'm going to kill them all . Therist then snapped his fingers, and his shadows slowly worked their way over team QRST, holding them in place, as Therist raised his sword and covered it in shadows ensuring that it would cut through aura as he got ready to bring it down. Nocturne seeing this, locked eyes with summer, and seeing the expression of fear and horror on her face made his decision, as he shadow traveled through therists shadow arm, through therists sword and in front of therists strike, blocking his team from the strike but taking it himself. As this happened, all of nocturnes memories up to this point flew through his head. Living with his father and mother, losing both his father and his mother to one of therists valakars, being an orphan and meeting ebon fall, going to beacon, meeting and befriend summer, becoming protecter of team QRST, getting a crush on summer, getting a crush on his wife morgana, getting married, Morgana being killed by ebon and putting grim up for adoption, Raven disappearing and the search for her, losing summer, mourning for summer, having adventures around remnant meeting Dez and drinking a lot, watching over grim, then ending on summer kissing of team QRST gasped at this, as nocturne shakily turned around, as he stood his ground with his arms falling to his sides.

" I -kept -my -promise. A pool of blood then Gushed up from under nocturnes shirt, and he coughed up blood as he fell onto his back. Therist seeing this, let team QRST go and allowed them to rush over to nocturnes side as he laughed.

" bwahahahaha looks like you were good for something after all nocturne, hahahahaha. As Therist laughed, summer stared at nocturne in shock with tears flowing down her face, and tried to stop the bleeding as she took off her cloak and wrapped it around him.

" nocturne you - you big idiot what did you do that for. Nocturne gasped in pain as he looked up at summer and frowned.

" couldn't- lose you -all again-your my-family. Tears pourd down Ravens eyes as well, as she hugged taiyang to her and cried, while Qrow looked from nocturne to Therist.

" your going to fucking pay for this Therist, every death you've ever caused will not go unaccounted for your gonna pay. Therist laughed at this, and whistled a jolly tune as he slowly walked towards Qrow, dragging his now blood covered sword in the dirt behind him.

" oh really and who's going to stop me? Ozpin? Nocturne here? How about Xander? Oh wait one of them is dead and the other two are injured and close to dying so tell me, little crow who's going to stop me. Qrow raised his scythe and got ready to attack, but as he did a black disc made of blood slammed into therists chest, and sent him flying backwards for miles, before grim and Ruby appeared by nocturnes side.

" dad- no no no - I can't lose you after we just got to know each other a little bit ago. Nocturne chuckled, as he coughed up blood and took grims hand into his own as he gave him his sword.

" grim- shhh - it's okay son- your dads lived a good life- now I might not survive this- so why should I let my power go to waste. Grim opened his mouth to ask what his father meant by that, but stopped as he felt his aura increase making him strong enough to match Therist.

" dad you transferred most of your energy to me damn it,you could have could die. Nocturne chuckled at this, and hugged grim before pushing him away.

" if you don't win humanity will -coughs-die so go out there beat Therist and come back for me afterwords. Grim nodded and turned to look at Ruby with uncertainty.

" can you help me do this Ruby. Ruby nodded and raised up rose claw as she activated her powers over light, and formed wings. " I'll help you till the end grim. Grim nodded at this, and picked up his fathers sword, before forming shadow wings and holding rubys hand.

" let's end this. Grim and Ruby then both flew forward at an amazing speed, ready to end the fight. Meanwhile, Therist had groggily gotten up after taking the orb of his blood to his face, and Glanced at his now blood soaked armor, before looking up to see Ruby and grim coming towards him. Therist growled at this sight, and picked up his sword before raising it to block.

" fine you want to fight me come and fight me! At these words, Ruby and grim seemed to speed up, before they crashed full force into Therist destroying his sword, as grim and rubys scythe made contact with it. This resulting attack, sent Therist flying back as well and he grunted in surprise. However therists surprise wasn't over yet, as Ruby and grim let each other go, and took turns battering Therist around like he was a tennis ball disorienting him, until he used his shadows to create a sheild around himself to stop his momentum. Grim then gestured for Ruby to let him handle this as he landed and stared at Therist.

Before humming and begining to sing.

" give up now Therist its a shame, you failed here at the end of your game. Therist growled as grim began singing and formed a shadow sword, before rushing at grim, who blocked his sword as he kept singing.

" if you don't stop I'll drive you insane, as the darkness and hate builds in your brain. As grim said this, grim and Therist battled again and again, Therist trying to break grims defense by trying to trip him, while grim easily defended himself and dodged as he kept singing.

" yea you thought you could hurt me, you thought you could contain me, even thought that you could try and control me, but The truth is You never owned me. Therist growled and attacked against grims sword harder and harder trying to break his defense, but was unable to as grim stood firm and defended himself from each strike.

" while you beat me and abused me, Ruby helped save me and guide me, so now with her by my side it's impossible for you to survive. Therist tried to use his shadows to surprise grim as he sang, but Ruby sliced the shadows away from grim helping protect him as he sang.

" what's the matter Therist you look a bit winded, are you mad at my decision, well it doesn't matter now, I've picked my side, and now it's time for you to go ahead decide will you live or will you die. Grim then finished this lyric, by punching Therist in the throat, once again causing him to go flying back into the woods , until he once again stopped himself with a shadow , He didn't get a moment to rest, as grim kicked his bubble Sheild, causing him to go crashing through the trees. Therist growled as he shattered his sheild, and and flew up into The air to get away from the two.

" you insolent insignificant pests, grim you could have ruled with me you could have had cinder as your wife, we would have had peace, but instead you throw it away for that stupid girl, fine then I don't need you I don't need anyone, I'll KILL YOU ALL. Therist then concentrated, and began to form a giant ball out of shadows, pouring all of his hatred and malice into it. Seeing this, grim turned to Ruby and put a hand on her shoulder transferring some off his aura over to her, before flying up into the air with her.

" Ruby we have one shot at this, My power can only cancel out therists but yours, yours can beat him if we combine our powers are you ready, can you do this? Ruby looked into Grims eyes, and nodded as she kissed him once on the lips.

" with you by my side I'm ready for anything. Grim smiled, before turning to the army fighting below them and speaking.

" people of remanent I know this has been a long and hard battle and that most of you are tired and wary, but please if you can lend Ruby a little bit of your auras for a minute, we can all together end this war. In response to grims words, hands raised, and aura was shared, as a rainbow formed around Ruby. Seeing this, Therist got even angrier as his attack finished up, now the size of the moon as it was ready.

" TO HELL WITH ALL OF YOU DIE! Therist then launched his moon sized orb of shadows towards Ruby and grim. Rubys eyes widened, as she felt the power coursing through her and Her face hardened as she saw the orb coming.

" grim throw me I'll finish this. Grim nodded in acceptance, and wrapped his arms around Ruby, before spinning her sprung quickly and tossing her towards the shadow orb at a high speed. Ruby quickly made contact with the shadow orb, and began to push it back towards Therist, who roared in denial.

" no-NO- this can't be happening, it was my destiny to WIN NOT TO LOSE TO YOU INSECTS! Therist then tried to push the shadow orb back, but only succeed in causing a short stalemate, which Ruby quickly won, as she broke through the shadow orb, destroying it in the process, as she crashed into Therist at full power with a rainbow flash of light following this. When the light cleared, Therist had crashed into the ground, and caused a twenty mile crater to form in the ground as he did. Now weak and powerless, Therist was both without his mask and his armor, as he laid in the smoking ground he landed in, with Ruby stand above him with rose claw pointed at his throat. However before he could be killed by Ruby, grim appeared behind her and hugged her stopping her.

" I'll make this decision Ruby. Ruby nodded at this, and gave grim a kiss on the cheek before stepping away, as grim stepped forward with nocturnes sword in hand and pointed it at Therist.

" you've caused so much death both a thousand years ago and for almost two years, breaking down the kingdoms killing A council, causing chaos, and worst of all turning me against the people I swore to protect I should kill you right now. Therist nodded at this, to tired to speak as he looked down in sorrow. However Therist received a surprise, as grim took his sword away and instead held out his hand.

" but I made a promise to some one not to let hatred consume me. Therist let out a laugh at this, as he grabbed grims hand, but wasn't ready for grim to hug him.

" W-why -why spare me after all I've done? Arnt I evil to you shouldn't I die for what I've done? Grim Chuckled sadly in the hug as he felt tears on his chest, and patted Therist on the back as they hugged.

" because Therist we're a lot alike, had no one ever loved me or taken care of me like the people at beacon did, I'm sure I probably would have turned into a monster, like you unfortunately did, but you don't have to been seen as a monster you can make up for your crimes and help us rebuild help us have real peace, all you need to do is let go of your hatred. Therist Chuckled at this, as he wiped his face and sighed.

" ah your just like my brother was, always so hopeful and willing to help, I suppose After all this time I should let go of my hatred, if your willing to accept my apology and my surrender. Grim smiled at this and nodded as he hugged Therist.

" I would like nothing more. Seeing Therist surrender, broke something in his army of Grimm, and they all retreated back into the forest as the forces of remnant cheered. However from the shadows, cinder watched grim with wanting and hatred in her eyes.

" I may not have you yet grim, but just you wait the other maidens are hiding somewhere, they may have even been a part of this battle oh but It dosent matter right now, I'll wait until everything's calmed down, then I'll start my plans, then once every maidens power is mine, I'll kill Therist and threaten that little rose so you'll have to love me just you wait, I'll be back. Cinder then faded into the shadows and the forest was quiet once more, as The war ended.


	30. Grim peace

The war was over now, after almost two years the war was over, Therist faced his punishment for his crimes, helping rebuild all the kingdoms to their former this, he was to spend one hundred years in jail, which didn't really bother him as he could live for a very long time, and Grim would visit him regularly

" Your really fine with just being in prison like this, I could have gotten your sentenced lowered you know? Therist shrugged at this and shook his head.

" it doesn't matter Grim I deserved a punishment like this, to be honest I should have been put to death. Grim frowned at this and shook his head as he disagreed.

" hey now don't be like that, now that all that hat reds out of your system you can actually enjoy living again. Therist nodded and sighed as he turned away from Grim before speaking.

" your right I rather do feel better now, but do I deserve to after all the bad things I've done. Grim chuckled at this, and used his powers to shadow travel into Therist's cell so he could hug him.

" don't be a downer, your alive and you accepted the second chance I gave you, and for that I can accept you as family, so enjoy being alive, enjoy your life, and enjoy your relationships with family and friends. Therist chuckled at this, and ruffled Grim's hair before frowning.

" while that's a nice thing to say Grim I don't think anyone wants to be friends with me. Grim laughed at this and shook his head.

" jeez your as bad as dad or Qrow when their drunk. Therist winced at this, and Grim smiled softly before shaking his head.

" don't worry dads okay, sure he'll have a nasty scar but he made it to a hospital in time, I don't have any hard feelings over it. Therist smiled at this and sat down in shock.

" I can't believe I'm alive I fully expected some one to try and kill me by now. Grim chuckled at this and twirled his scythe around in his hands.

" oh trust me plenty of people want you dead, but a pardon from yours truly and a lot of them calmed down and some wanted to see you. As Grim said this, Salem entered Therist's cell, and Grim disappeared leaving the two alone.

" that little shit had this set up didn't he? Salem nodded, and giggled as she sat across from Therist.

" he certainly is smart just like you were Theri. Therist's eyes widened at his old nickname, and he for the first time in a thousand years, blushed.

" I um-you said my pet name? Why, don't you hate me? Salem shook her head at this and smiled as she laid a hand on Therist's cheek.

" of course not, I hated the monster you became, but now your that sweet little Theri I knew and loved again. Salem then kissed Therist, and the two shared a true tender moment. Meanwhile, Grim had shadow traveled over to the hospital to check on his father, and smirked at what he saw as he entered the room. Summer, was in the bed with Nocturne and was wrapped around him like he was a teddy bear. Grim knocked on the wall, and the resulting action caused the two to groan and wake up to stare at Grim.

" good morning love birds I hope I'm not interrupting anything am I? Summer sat up at this, and blushed as she hid her face in her cloak, while nocturne laughed at what Grim said.

" you little brat, teasing me because I'm with my girlfriend while I'm injured in the hospital for shame. Grim shrugged at this and grinned at his dad and summer.

" hey it's not my fault you two slept like that, so how you feeling pops? Nocturne smiled, and lifted up his shirt to show the scar going across his chest.

" well the eggheads fixed me up but, the scar is still gonna be there. Grim nodded and whistled at the scar.

" yeah that's a mean looking scar, on a good note lady's love scars don't they? Nocturne chuckled at this, at least until summer wrapped herself around nocturne.

" except no other woman is getting him but me! Grim sweat dropped at this, and chuckled as he saw his dad's face.

"Well now that I know things are okay here, I'll be leaving, the celebration starts in a few hours after all. Grim then left the hospital and a few hours later, the celebration for winning the war had started. People from all of the kingdoms came to vale, and enjoyed the unity, eating, dancing, and sharing story's. As the festivities went on, Grim had found Ruby and ended up dancing with her.

" so how is everyone doing Rosey? Ruby smiled as she held onto Grim and slow danced with him.

" well dad and Raven are dancing over there so that's good, uncle Qrow and winter are having a drinking contest in the corner so that could only go wrong, Weiss is dancing with Neptune, Blake is dancing with sun,and yangs dancing with Atrail. Grim rolled his eyes at this can chuckled.

" of course that's happening Atrail never waits to make a move when there's a party. Speaking of Atrail, he and yang were talking about an important subject as they danced.

" so I think with all these bets I've won, I can buy all of us a much needed vacation. Yang arched an eyebrow at this and smiled.

" how much money did you win from your bets. Atrail smirked at yangs question and tilted his head.

" now yang why would I tell, I want it to be a surprise when I take us all out on my yacht. Yang smiled widely at this and kissed Atrail.

" you just love to spoil me don't you. Atrail nodded at this and smiled as spun yang around.

" only the best for the best girl in vale. Next to them, Blake and sun were dancing.

" you know I never expected this to happen again after the war started. Blakes eyes widened at that and she tilted her head.

" why would you think that! Sun chuckled as he kissed Blakes forehead and spun her around with his tail.

" well Therist certainly wasn't playing any games for the past two years and quite a big number of people had already died, so I figured one of us was going to go down fighting, though I'm happy to see we're both alive. Blake smiled at this and kissed sun on the cheek as he said this.

" your such a dork thinking things like that. Sun chuckled and shook his head as he and Blake continued to dance. Next to them was Weiss and Neptune who were slow dancing as well.

" I'm glad I can finally be cool at this dancing thing especially with you snowflake. Weiss blushed at this and smacked him upside the head.

" don't tease me Neptune can't we just enjoy this dance without it being about how cool you are. Neptune chuckled at this and rubbed the side of his head.

" of course it can I was just joking Weiss, yang was right you do have a bad sense of humor. In the corner of the room, Pyrrha and Jaune were kissing much to Nora's amusement.

" yay they're kissing let's join in. Ren however took the initiative and kissed Nora first, who quickly kissed him back, before sighing dreamily and saying one word.

" boop. While Pyrrha and Jaune were kissing Amber admired the two from Pyrrhas mind.

" she might not give me any control in this, but I'm fine with front row seats, such a shame I don't have any popcorn, oh well at least I can play mine sweeper in here. Outside of Pyrrhas head, Jaune and Pyrrha pulled back for air and smiled at each other lovingly before kissing again. Grim chuckled at the groups at the dance, knowing that everyone was having a good time for the first time in almost two years.

" I'm glad we're having a good time without any words for once Ruby, are you ready for tonight though. Ruby tilted her head at this, and looked at grim with curiosity.

" why what's going on after the party. Grim smiled wickedly as he nodded over to Atrail, who gave him a thumbs up in return.

" oh nothing much just a little bet that team REAPER made I'm sure you'll enjoy it. As Grim had predicted, something special was going on, and that was the fact that Ozpin and Glynda we're getting married, with Ironwood as the best man, Penny the flower girl, and Ruby was the ring bearer. As the wedding proceeded, Grim and his team, were standing by the door, collecting their earnings from the bets they made.

" it was such a great idea, to work together on this bet don't you think team, now we all get money. Grims team nodded in agreement, and Grim smiled as the wedding went on and clapped when Ozpin and Glynda kissed. Later that evening when everything was said and done Grim and all of his fellow students were now getting on a cruise ship bought with team reapers money.

" Atrail I thought we agreed on a yacht. Atrail shrugged at Grim, and smirked.

" fuck a yacht I've got more money then I need, I'd burn it if I had nothing to spend it on. Grim laughed at this and shook his head.

" your a cheeky dick waffle. Atrail chuckled at this and nodded.

" and that's why everyone loves me. Grim rolled his eyes at this and shook his head.

" whatever just get on the boat and try not to rock it. Atrail chuckled at this and winked at Grim, as Yang and team REAPER boarded with him. The other teams from the kingdoms soon followed suit. The other members, of Team RWBY came on last, stopping to talk to Grim .

" Grim what are you doing down here, the party is on board the ship. Grim smiled at Ruby and chuckled as he waved her on board.

" I still wish to greet everyone as they come on not to mention I have to wait for Ozpin, speaking of waiting, Blake why is Adam not coming with. Blake shrugged and smiled.

" Adams thick headed, he wants to remain alert and ready to spring to our defense. Grim nodded at this before turning to Weiss.

" and what about your father Weiss. Weiss scowled and crossed her arms.

" the schnee family, no longer has a good reputation thanks to father, I'm going to enjoy my time with you all and create my own reputation. Grim nodded at this, and waved to them, as they left, as Ozpin and Glynda were getting on last.

" I hope you enjoy the free time we have oz. Ozpin nodded and chuckled at Grim in response.

" and I hope you enjoy it as well Grim you deserve it. Grim nodded at this, and waved as Glynda and Ozpin boarded the ship. When this was done, Grim pulled back the stairs and waved towards the civilians some of his friends like Roman and neo, who were still in the crowd.

" bye Grim hope you have a good time, neo says bye to. Neo nodded at Romans words and winked at, who chuckled and rolled his eyes as the ship began to move. As the ship set sail, Grim went to the end of the boat, to watch vale fade away into the shadows, however something caught his eye. This turned out to be cinder, who was watching Grim through the shadows and holding a vial of white liquid. Grims eyes narrowed at this, but before he could investigate, cinder disappeared and Ruby hugged him from behind, making him put on a fake smile.

" Ruby? What's up? Ruby frowned as she stared into his eyes.

" why are you by yourself, you should be by your friends having fun. Grim chuckled at this, and shook his head as he caressed Rubys cheek.

" I'm just relaxing and I'm so happy this is all over. Ruby smiled at this and kissed Grim on the cheek before beginning to walk away.

" alright take all the time you need, I can wait for you sweet heart. Grim smiled at this, and blew a kiss at Ruby before turning to the darkened forest again.

" what are you planning fall. Speaking of the villainess, she had traveled to therists cell, with her glove equipped, ready to accomplish something. As she traveled down the prison, lights turned off, prisoners and guards died, and rooms were torn assunder until cinder reached therists room.

" hello master. Therist only had a minute to react, but he was not fast enough, as glass spikes crucified him to the wall.

" gah cinder wait- stop you don't have to do this the war is over-ack. Therists speech was then caught off, as black tendrils latched around his throat, and his powers were sucked out of his body.

" shut your worthless traitor mouth, your lucky I have what I need to make a child from Grim or I would have killed you slowly, but since I have both your power now, and my future child I will make it quick. Cinder then formed a glass sword and pointed it at therists heart, ready to impale him, except for the fact that a blade of light came out of no where and destroyed it. Cinder growled and backed up in shock from this, before ying -yang came into view.

" STAY AWAY FROM MY BROTHER YOU BITCH. Ying-yang then sent cinder flying out of the prison with a ball of light, sending her far away and dealing tremendous damage. With cinder gone, ying-yang turned to Therist and freed him from his bonds.

" don't worry big bro I got you. Therist sniffed at this, and tried not to cry in both guilt and pain.

" you called me big bro again, -d-does that mean you forgive me. Ying -yang nodded, before smiling at Therist.

" I was always forgiving you bro, now then you need to go into hiding cinders to strong for you now, she's to strong for almost anyone In a one on one but, Ruby, the other maidens, and perhaps Grim, her power combined with yours is vast to vast and she will only keep trying to kill you. Therist frowned at this and winced as his crucifixion wounds healed.

" so I'll hide and spy on her until she makes her move. Ying yang nodded and Smiled at his brother.

" just like old times eh always plotting together to take down a bully, only this time the world is at stake. Therist nodded and growled as he picked up his sword from the wreckage of the room.

" she'll pay for this, and she won't get away with it. Ying yang Nodded in agreement and faded away.

" good luck sighed at his brothers disappearance and shook his head before heading out of the room.

" whatever comes, we shall be ready for the future and we shall improve vastly.


	31. A Message To My Readers

To those of you who are hanging around this story still expecting more chapter, this story is done and its been fun. But, to those of you who want more, i've posted a sequel story s/12131013/1/A-Shadows-Embers. So those of you who are hanging around this story, can go read the sequel.


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